Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor. (b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease. (c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Lease Agreement (Genocea Biosciences, Inc.), Lease Agreement (Genocea Biosciences, Inc.)
Hazardous Materials. Tenant shall not cause or permit the storage, use, ------------------- generation, release, handling or disposal (acollectively, "Handling") Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials (as defined below), in, on, or about the Premises or the Real Property by Tenant or any agents, employees, contractors, licensees, subtenants, customers, guests or invitees of Tenant (collectively with Tenant, "Tenant Parties"), except for storage that Tenant shall be permitted to use in the Premises in a normal and customary manner normal quantities of office supplies or products (such materials that are both (1as copier fluids or cleaning supplies) customarily used in the ordinary course conduct of Tenant’s general business and office activities (2) properly stored in a manner and location satisfying "Common Office Chemicals"), provided that the Handling of such Common Office Chemicals shall comply at all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any times with all Legal Requirements, including Hazardous Materials Laws (as defined below). Upon ▇▇▇▇▇▇▇▇'s request from time to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionstime, Tenant shall provide to Landlord a complete written inventory of all Hazardous Materials which Tenant anticipates using or storing on, or discharging from, the Premises along with copies of all reports, permits and business plans filed with any federal, state, local or other governmental agency. Tenant shall update the inventory as frequently as required to reflect any material changes to the items required to be disclosed therein. Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord and all other Indemnitees (as defined in Section 13.a. below), harmless from and against all claimsClaims (as defined in Section 13.a. below), demandsarising out of or in connection with, actionsor otherwise relating to (i) any Handling of Hazardous Materials by any Tenant Party or Tenant's breach of its obligations hereunder, liabilitiesor (ii) any removal, costscleanup, expensesor restoration work and materials necessary to return the Real Property or any other property of whatever nature located on the Real Property to their condition existing prior to the Handling of Hazardous Materials in, damages and obligations of any nature arising from on or as a result of the use of about the Premises by any Tenant or its Invitees Tenant will maintain on Party. ▇▇▇▇▇▇'s foregoing indemnity shall not apply to the extent of Claims arising solely by reason of Hazardous Materials conditions existing upon the Premises a list of all materials stored at or the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises Real Property as of the date of this Lease, . Tenant shall remove promptly provide Landlord with copies of all Hazardous Materials notices received by it, including, without limitation, any notice of violations, notice of responsibility or demand for action from the Premises any federal, state or local authority or official in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation or about the Premises or any other portion of the above provisions Property. In the event of any release of Hazardous Materials upon the Premises or any other portion of the Property, or upon adjacent lands, if caused by Tenant or any other Tenant Party, Tenant shall promptly remedy the problem in accordance with all applicable Legal Requirements. For purposes of this Lease, "Hazardous Materials" means any explosive, radioactive materials, hazardous wastes, or hazardous substances, including without limitation asbestos containing materials, PCB's, CFC's, or substances defined as "hazardous substances" in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601-9657; the Hazardous Materials Transportation Act of 1975, 49 U.S.C. Section 1801-1812; the Resource Conservation and Recovery Act of 1976, 42 U.S.C. Section 6901-6987; or that Tenant has not complied with the requirements any other Legal Requirement regulating, relating to, or imposing liability or standards of this Section, conduct concerning any such materials or substances now or at any time hereafter in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 effect (collectively, the “Decommissioning Materials”"Hazardous Materials Laws"). Landlord has furnished a copy of Tenant's obligations under this Section 8.d. shall survive the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal expiration or remediation of any radioactive material in or on the Premises as of the date other termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Hazardous Materials. (a) Tenant (i) will not conduct any activity Except for the incidental use of certain commonly used products for routine cleaning and maintenance of floors, bathrooms, windows, kitchens, and administrative offices on the Premises or Project, which products have been disclosed by Tenant to Landlord in the Environmental Questionnaire (as defined below), Tenant hereby represents, warrants and covenants that Tenant will use not produce, use, store or produce generate any “Hazardous Materials” (as defined below) on, under or about the Premises and/or Project. Tenant has fully and accurately completed ▇▇▇▇▇▇▇▇’s Pre-Leasing Environmental Exposure Questionnaire (“Environmental Questionnaire”) attached hereto as Exhibit D and incorporated herein by reference. If Tenant’s Environmental Questionnaire indicates that Tenant will be utilizing Hazardous Materials, except in addition to all other rights and remedies Landlord may have under this Lease, including, without limitation, declaring a default hereunder by ▇▇▇▇▇▇ for breach of representation, Landlord may require Tenant to execute an amendment to this Lease relating to such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business use and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of execute any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof amendment within ten (10) days after of ▇▇▇▇▇▇▇▇’s delivery thereof to Tenant shall constitute a default hereunder by Tenant. Tenant shall not cause or permit any Hazardous Material to be brought upon, placed, stored, manufactured, generated, blended, handled, recycled, disposed of, used or released on, in, under or about the Premises and/or Project by Tenant or Tenant’s Parties. Tenant shall not excavate, disturb or conduct any testing of any soils on or about the Project without obtaining Landlord’s request therefor.
prior written consent, and any investigation or remediation on or about the Project shall be conducted only by a consultant approved in writing by Landlord and pursuant to a work letter approved in writing by Landlord. Tenant shall keep, operate and maintain the Premises in full compliance with all federal, state and local environmental, health and/or safety laws, ordinances, rules, regulations, codes, orders, directives, guidelines, permits or permit conditions currently existing and as amended, enacted, issued or adopted in the future which are applicable to the Premises (bcollectively, “Environmental Laws”). Landlord shall have the right (but not the obligation) In connection to enter upon the Premises and cure any non- compliance by Tenant with FoldRx’s discontinuance the terms of occupancy this Paragraph 3.2 or any Environmental Laws or any release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the Premises or Project, regardless of the quantity of any such release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on or about the Premises or Project, the full cost of which shall be deemed to be Rent and shall be due and payable by Tenant to Landlord immediately upon demand. If Landlord elects to enter upon the Premises and cure any such non-compliance or release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the Premises or Project, Tenant shall not be entitled to participate in Landlord’s activities on the Premises. If any information provided to Landlord by Tenant in the Environmental Questionnaire, FoldRx has (i) submitted or otherwise relating to information concerning Hazardous Materials is false, incomplete, or misleading in any material respect, the Radiation Control Program same shall be deemed an event of the Department default by Tenant under this Lease. Without limiting in any way Tenant’s obligations under any other provision of Public Health this Lease, Tenant and its successors and assigns shall indemnify, protect, defend and hold Landlord, its partners, officers, directors, shareholders, employees, agents, lenders, contractors and each of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents their respective successors and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 assigns (collectively, the “Decommissioning MaterialsIndemnified Parties”). Landlord has furnished a copy ) harmless from any and all claims, judgments, damages, penalties, enforcement actions, taxes, fines, remedial actions, liabilities, losses, costs and expenses (including, without limitation, actual attorneys’ fees, litigation, arbitration and administrative proceeding costs, expert and consultant fees and laboratory costs) including, without limitation, damages arising out of the Decommissioning Materials to Tenant. Tenant shall not be responsible diminution in the value of the Premises or Project or any portion thereof, damages for the removal loss of the Premises or remediation of Project, damages arising from any radioactive material in or adverse impact on the Premises as marketing of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored space in the Premises pursuant or Project, and sums paid in settlement of claims, which arise during or after the Term in whole or in part as a result of the presence or suspected presence of any Hazardous Materials, in, on, under, from or about the Premises or the Project and/or other adjacent properties due to such permitTenant’s or Tenant’s Parties’ activities, or failures to act (including, without limitation, Tenant’s failure to report any spill or release to the appropriate regulatory agencies), on or about the Premises or Project.
Appears in 2 contracts
Sources: Standard Industrial Lease Agreement (Pattern Group Inc.), Standard Industrial Lease Agreement (Pattern Group Inc.)
Hazardous Materials. (a) Tenant Except for ordinary and general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (i) will not conduct any activity on the Premises that will use some or produce any all of which may constitute "Hazardous Materials" as defined in this Lease), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will Tenant agrees not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If Building, the Common Areas or any Hazardous Materials are brought or found on the Premises in violation other portion of the above provisions of this Section, the same shall be immediately removed Project by Tenant, with proper disposalits agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, "TENANT'S PARTIES"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsabsolute discretion. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply Concurrently with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date execution of this Lease, Tenant shall agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit "G" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, employees, agents, successors and assigns (collectively, "LANDLORD INDEMNIFIED PARTIES") from the Premises and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier settlement of the date Tenant vacates the Premises claims, attorneys' fees, consultant fees and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5expert fees and court costs) business days’ prior written notice to Tenant (which arise or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require result from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation on, in, under or about the Premises, the Building or any other portion of the above Project and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord. At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term "HAZARDOUS MATERIALS" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this Section 6.4 will survive the expiration or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Multi Tenant Industrial Lease (Aurora Biosciences Corp), Multi Tenant Industrial Lease (Triple Net) (Aurora Biosciences Corp)
Hazardous Materials. a. Use, Storage, Handling and Disposal of Hazardous Materials. Except as explicitly provided in this Lease, Tenant shall not cause any Hazardous Materials (aas such term is defined below) to be used, generated, stored, transported, handled or disposed of in, on, under, or about the Premises or the Project at any time (such activities are hereinafter referred to as “Environmental Activities”). Tenant further agrees that (i) Tenant will not conduct engage in any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) Tenant will not install any underground tanks of any type; (iii) Tenant will not use any portion of the Premises as a landfill or a dump; and (iv) Tenant will not permit cause any surface or subsurface conditions to exist or come into existence that constitute, or with the passage of time may constitute, a public or private nuisance. Tenant shall be responsible for assuring compliance by such persons with the foregoing prohibition, which shall survive the expiration or early termination of this Lease and extend to Tenant, and its officers, directors, employees, agents, contractors, and invitees, and any assignees claiming by, through, or under Tenant, any subtenants claiming by, through, or under Tenant (“Tenant Party”), and Tenant’s failure to abide by the terms of this Section shall be restrainable by injunction. Notwithstanding the foregoing, and subject to Tenant’s covenant to strictly comply with all Hazardous Materials to be brought onto the PremisesLaws (as such term is defined below) and all other terms and conditions of this Lease, except Tenant may bring upon, keep and use general office and cleaning supplies typically used in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Sectionan office, the same shall be immediately removed by Tenantsuch as copier toner, with proper disposalliquid paper, glue, ink, and all required cleanup procedures shall be diligently undertaken pursuant cleaning solvents, for use in the manner for which they were designed. From time to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result Term, Tenant may request Landlord’s approval of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for other Hazardous Materials, which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon approval may be withheld in Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforsole discretion.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Lease (Control4 Corp), Lease (Control4 Corp)
Hazardous Materials. (aA) Tenant (i) will not conduct any activity on the Premises that will use or produce any No Hazardous Materials, except for such activities that are both (1) part as defined herein, shall be Handled, as also defined herein, upon, about, above or beneath the Premises or any portion of the ordinary course Building by or on behalf of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any , its subtenants or its assignees, or their respective contractors, clients, officers, directors, employees, agents, or invitees. Any such Hazardous Materials except for storage so Handled shall be known as Tenant's Hazardous Materials. Notwithstanding the foregoing, normal quantities of such materials that are both (1) Tenant's Hazardous Materials customarily used in the ordinary course conduct of general administrative and executive office activities (e.g., copier fluids and cleaning supplies only) may be Handled at the Premises without Landlord's prior written consent. Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any 's Hazardous Materials to shall be brought onto the Premises, except in the ordinary course of Tenant’s business and Handled at all times in compliance with the manufacturer's instructions therefor and all applicable Environmental Laws. If any Hazardous Materials are brought or found on , as defined herein.
(B) Notwithstanding the Premises in violation obligation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken Tenant to indemnify Landlord pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsthis Lease, Tenant shall defend shall, at its sole cost and hold expense, promptly take all actions required by any Regulatory Authority, as defined herein, or necessary for Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the to make full economic use of the Premises or any portion of the Building, which requirements or necessity arises from the Handling of Tenant's Hazardous Materials upon, about, above or beneath the Premises or any portion of the Building. Such actions shall include, but not be limited to, the investigation of the environmental condition of the Premises or any portion of the Building, the preparation of any feasibility studies or reports and the performance of any cleanup, remedial, removal or restoration work. Tenant shall take all actions necessary to restore the Premises or any portion of the Building to the condition existing prior to the introduction of Tenant's Hazardous Materials, notwithstanding any less stringent standards or remediation allowable under applicable Environmental Laws. Tenant shall nevertheless obtain Landlord's written approval prior to undertaking any actions required by Tenant this Section, which approval shall not be unreasonably withheld so long as such actions would not potentially have a material adverse long-term or its Invitees Tenant will maintain short-term effect on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereofPremises, together with copies any portion of the MSDS’s for such materialsBuilding or any other tenants of the Building.
(C) Tenant agrees to execute affidavits, representations, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require like from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted time at Landlord’s expense, unless they reveal 's request stating Tenant's best knowledge and belief regarding the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of on the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Office Lease (Treaty Oak Bancorp Inc), Office Lease (Treaty Oak Bancorp Inc)
Hazardous Materials. (a) 35.01 A. Tenant (i) will not conduct any activity shall be fully responsible, at its own expense, for compliance with all laws and/or regulations governing the handling of Hazardous Materials or other substances used or stored on the Leased Premises that will use in connection with Tenant's business conducted therein. All hazardous or produce potentially Hazardous Materials shall be stored in proper containers and shall be further protected against spills by secondary containment facilities. Tenant shall not, in violation of any applicable law or regulation, spill, introduce, discharge or bury any Hazardous Materials, except for such activities that are both (1) part substance or contaminant of any kind in, on, or under the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will Leased Premises or any portion thereof or any adjacent premises or into the ambient air. Tenant shall not use permit the Premises in any manner for the storage discharge of any Hazardous Materials except for storage of such materials that are both (1) used in into the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install sanitary or storm sewer or water system serving the Leased Premises or any underground tanks of adjacent premises or into any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought municipal or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during other governmental water system or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenantstorm and/or sanitary sewer system. Tenant shall not be responsible for the removal employ all appropriate safeguards and procedures necessary or remediation of appropriate to protect such systems from contamination. Tenant shall undertake, at its expense, any radioactive material necessary and/or appropriate cleanup process in or on the Premises as connection with any breach of the date foregoing covenants, and without limiting Tenant's other indemnity or insurance obligations under this Lease. Tenant shall indemnify and hold harmless Landlord from and against all liability whether direct, indirect, consequential or otherwise, arising from any incident or occurrence on or about the Leased Premises or any adjacent premises pertaining to Hazardous Materials which results from the acts or omissions of Tenant, its agents, employees or invitees, during the term hereof. The obligations of Tenant under this section shall survive the termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Net Lease (Axsys Technologies Inc), Net Lease (Axsys Technologies Inc)
Hazardous Materials. (a) Landlord represents and warrants to Tenant that to Landlord’s actual knowledge and as of the Commencement Date: (i) will the Leased Premises are in compliance with all Environmental Laws (as defined below) governing and relating to the Leased Premises as in effect and enforced as of the Commencement Date; and (ii) except as disclosed to Tenant in writing prior to the execution of this Lease, no Toxic Materials are present in, on or under the Leased Premises or the Project.
(b) Except for reasonable amounts of commercially available office and manufacturing products used, stored and disposed of in compliance with all applicable local, state and federal statutes, orders, ordinances, rules and regulations, Tenant shall not conduct cause or permit any activity on the Premises that will use substance, material, waste or produce item which is or becomes regulated by any Hazardous Materialsfederal, except for such activities that are both (1) state, regional or local governmental authority because it is in any way hazardous, toxic, carcinogenic, mutagenic or otherwise adversely affects any part of the ordinary course environment, or creates risks of any such hazards or effects to be brought upon, kept or used in or about the Leased Premises or the Project by Tenant, its agents, employees, contractors, licensees, customers, or invitees, without the prior written consent of Landlord, which consent Landlord shall not withhold so long as Tenant demonstrates to Landlord’s satisfaction, in the exercise of Landlord’s sole and absolute discretion, that such items, and the quantities thereof, are necessary or materially useful to Tenant’s business activities and (2) conducted will be used, kept and stored in accordance a manner that complies with all Environmental Laws (as defined below). Tenant shall comply, at its sole cost, with all federal, state and local laws, statutes, ordinances, codes, regulations and orders relating to the receiving, handling, use, storage, accumulation, transportation, generation, spillage, migration, discharge, release and disposal of any flammable, combustible, explosive, infectious, corrosive, caustic, irritant, strong sensitizing, carcinogenic or radioactive materials, hazardous waste, toxic substances or related materials, including without limitation, substances defined as “hazardous substances,” “hazardous materials,” “toxic substances” or “asbestos containing materials” by federal, state or local laws, and in the regulations adopted in publications promulgated pursuant to said laws, including but not limited to the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (CERCLA) [42 USCS §§ 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 (RCRA) [42 USCS §§ 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act (FWPCA) [33 USCS §§ 1251 et seq.]; the Toxic Substances Control Act (TSCA) [15 USCS §§ 2601 et seq.]; the Hazardous Materials Transportation Act (HMTA) [49 USCS §§ 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USCS §§ 136 et seq.]; the Superfund Amendments and Reauthorization Act [42 USCS §§ 6901 et seq.]; the Clean Air Act [42 USCS §§ 7401 et seq.]; the Safe Drinking Water Act [42 USCS §§ 3OOf et seq.]; the Solid Waste Disposal Act [42 USCS §§ 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USCS §§ 1201 et seq.]; the Emergency Planning and Community Right to Know Act [42 USCS §§ 11001 et seq.]; the Occupational Safety and Health Act [29 USCS §§ 655 and 657]; the California Underground Storage of Hazardous Substances Act [II & SC §§ 25280 et seq.]; the California Hazardous Substances Account Act [H & S C §§ 25300 et seq.]; the California Hazardous Waste Control Act [H & SC §§ 25100 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [H & SC §§ 24249.5 et seq.]; the ▇▇▇▇▇▇-Cologne Water Quality Act [Wat C §§ 13000 et seq.] together with any amendments of or regulations promulgated under the statutes cited above and any other federal, state, or local law, statute, ordinance, or regulation now in effect or later enacted that pertains to occupational health or industrial hygiene, and only to the extent that the occupational health or industrial hygiene laws, ordinances, or regulations relate to Hazardous Substances on, under, or about the Property, or the regulation or protection of the environment, including ambient air, soil, soil vapor, groundwater, surface water, or land use (collectively referred to herein as the “Environmental Laws”). Such materials and substances are hereinafter collectively referred to as “Toxic Materials.” It shall be the sole obligation of Tenant to obtain any permits and approvals required pursuant to the Environmental Laws. Without limiting the generality of the foregoing, Tenant shall comply with requirements for the inventory of Toxic Materials imposed by any state or local laws, including the Environmental Laws.
(c) Tenant shall be solely responsible for and shall indemnify, protect, defend and hold harmless Landlord and its agents, employees, representatives, directors and officers (collectively hereinafter referred to as the “Landlord Indemnitees”) from and against any and all claims, costs, penalties, fines, losses, liabilities, attorneys’ fees, damages, injuries, causes of action, judgments, and expenses which arise during or after the Lease Term as a result of the receiving, handling, use, storage, accumulation, transportation, generation, spillage, migration, discharge, release or disposal of Toxic Materials in, upon or about the Leased Premises or the Project, by Tenant or its agents, employees, contractors, licensees, customers or invitees. This indemnification of the Landlord Indemnitees by Tenant includes, without limitation, any and all costs incurred in connection with any investigation of site conditions and any clean-up, remediation, removal or restoration work required by any federal, state or local governmental agency or political subdivision because of Toxic Materials present in the soil, subsoils, ground water or elsewhere in, on, under or about the Leased Premises or the Project. This indemnification by Tenant under this Section shall survive the termination of this Lease.
(d) If Tenant or its agents, employees, contractors, licensees, customers or invitees or any other parties (except the Landlord Indemnitees) causes contamination or deterioration of water or soil resulting in a level of contamination greater than the maximum levels established from time to time during the term of this Lease by any governmental authority having jurisdiction over such contamination, then Tenant shall promptly take any and all action necessary to clean-up such contamination in the manner required by law. If Tenant fails to take such action, Landlord may, but shall not be obligated to, take such action. In such event, all costs incurred by Landlord with respect to such clean-up activities shall be for the account of Tenant. Any amount so expended by Landlord shall be paid by Tenant promptly after demand by Landlord, with interest at the maximum rate permitted by law.
(e) Tenant shall immediately provide Landlord with telephonic notice, which shall later be confirmed by written notice, of any and all accumulations, spillage, discharge, release and disposal of Toxic Materials, onto or within the Leased Premises or the Project, and any injuries or damages relating directly or indirectly therefrom.
(f) On or before the expiration or earlier termination of this Lease, Tenant shall take any and all action required to be taken under the Environmental Laws in order to surrender the Leased Premises, including such portions of the Project which are subject to this Lease, to Landlord in a condition which would be completely free of any and all Toxic Materials caused or permitted to be in or about the Leased Premises or the Project by Tenant, its agents, employees, contractors, licensees, customers, or invitees.
(g) With regard to any Toxic Materials in, on, under or about the Leased Premises or the Project (i) prior to the commencement of this Lease or (ii) that have been spilled, discharged, or disposed on the Leased Premises or the Project by Landlord, its agents, employees or contractors, or any Toxic Materials generated by Landlord, Landlord shall (i) bear all financial and other responsibility for insuring that such Toxic Materials shall be used, kept and stored in a manner which strictly complies with all Environmental Laws regulating such Toxic Materials; (ii) will not use the Premises maintain in any manner for the storage effect and comply with all conditions and requirements of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner all permits, licenses and location satisfying all other governmental and regulatory approvals or authorizations required under any Environmental Laws; (iii) will not install take any underground tanks of any typenecessary remedial action if and when so ordered by governmental authorities with jurisdiction over such materials; and (iv) will not permit any Hazardous Materials to be brought onto the Premisesindemnify, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless Tenant from and against any and all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises claims caused by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforToxic Materials.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Hazardous Materials. (a) Tenant For purposes of this Sublease, the term “Hazardous Material” means any hazardous substance, hazardous waste, infectious waste, petroleum product or toxic substance, material, or waste which becomes regulated or is defined as such by any local, state or federal governmental authority. Except for reasonable quantities of ordinary office supplies such as copier toners, liquid paper and ink and common cleaning materials and solvents or other substances commonly used in non-hospital medical offices (i) will not conduct all of which shall in any activity on the Premises that will use or produce any Hazardous Materialsevent be kept, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities stored and (2) conducted used only in accordance with all Environmental Laws; (ii) will applicable laws and regulations), Subtenant shall not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not cause or permit any Hazardous Materials Material to be brought onto brought, kept or used in or about the PremisesSubleased Premises or the Park by Subtenant, except its agents, employees, contractors, or invitees. Subtenant hereby agrees to indemnify Sublandlord from and against any breach by Subtenant of the obligations stated in the ordinary course of Tenant’s business preceding sentence, and agrees to defend and hold Sublandlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities, or losses (including, without limitation, diminution in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation value of the above provisions Building or the Park, damages for the loss or restriction or use of this Sectionrentable space or of any amenity of the Park, damages arising from any adverse impact on marketing of space in the same shall be immediately removed by TenantBuilding or the Park, with proper disposalsums paid in settlement of claims, attorneys’ fees, consultant fees and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time expert fees) which arise during or after the Lease Sublease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure such breach. This indemnification of Sublandlord by Subtenant includes, without limitation, costs incurred in connection with any investigation of site conditions and any cleanup, remedial removal, or restoration work required due to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials Material. Subtenant shall promptly notify Sublandlord of any release of a Hazardous Material in violation of the above provisions of this Section Subleased Premises or that Tenant has not complied with (if caused by Subtenant or its agents or contractors) in the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforPark.
(b) In connection with FoldRx’s discontinuance If Subtenant knows, or has reasonable cause to believe, that a Hazardous Material, or a condition involving or resulting from same, has come to be located in, on or under or about the Subleased Premises or the Park, Subtenant shall immediately give written notice of occupancy of the Premises, FoldRx has such fact to Sublandlord. Subtenant shall also immediately give Sublandlord (iwithout demand by Sublandlord) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written statement, report, notice, demandregistration, claimapplication, citationpermit, complaintlicense, request for information given to or similar communication with respect received by Subtenant from or to any governmental authority or persons entering or occupying the existence Subleased Premises, concerning the presence, spill, release, discharge of or exposure to, any Hazardous Materials at Material or contamination in, on or about the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from Subleased Premises or the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitPark.
Appears in 2 contracts
Sources: Sublease (Upstream Bio, Inc.), Sublease (Upstream Bio, Inc.)
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s Tenants business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Invitees. Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this LeaseCommencement Date, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use manner acceptable to Landlord before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written reasonable notice to Tenant (or a shorter period of prior written and in no case with less than 24 hours’ advance notice in the case of except for emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Sublease Agreement (Genocea Biosciences, Inc.), Sublease Agreement (Genocea Biosciences, Inc.)
Hazardous Materials. Landlord and Tenant agree as follows with respect to the existence or use of “Hazardous Materials” (aas defined herein) Tenant (i) will not conduct any activity on the Premises that will Premises:
A. Tenant, at its sole cost, shall comply with all Laws relating to the storage, use and disposal of Hazardous Materials on the Premises, If Tenant does store, use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage dispose of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto on the Premises, except Tenant shall notify Landlord in writing at least five (5) days prior to their first appearance on the ordinary course Premises. Tenant shall be solely responsible for and shall defend, indemnify, and hold Landlord and its agents harmless from and against all claims, costs and liabilities, including attorneys’ fees and costs, arising out of Tenant’s business and or in compliance connection with all Environmental Laws. If any such storage, use or disposal of Hazardous Materials are brought by Tenant, its agents, employees, sub-tenants, contractors or found other entities.
B. If the presence of Hazardous Materials on the Premises in violation of the above provisions of this Section, the same shall be immediately removed caused or permitted by Tenant, with proper disposalits agents, employees, invitees, contractors, or subtenants results in contamination or deterioration of water or soil resulting in a level of contamination greater than the safe levels established by any governmental agency having jurisdiction over such contamination, Tenant shall promptly and at its sole cost take any and all action required cleanup procedures shall be diligently undertaken pursuant by law or necessary to all Environmental Lawsinvestigate, clean up and remediate such contamination. If at At any time during or after prior to the expiration of the Lease Term Term, Tenant may at its sole cost and expense (but only after receipt of written consent from Landlord) conduct appropriate tests of water and soil and to deliver to Landlord the Premises are found results of such tests to be so contaminated or subject to such conditions demonstrate that no contamination in excess of permitted levels has occurred as a result of Tenant’s failure to comply with use of the foregoing provisions, Premises. Tenant shall defend further be solely responsible for, and shall defend, indemnify and hold Landlord and its agents harmless from and against, all claims, demands, actions, costs and liabilities, costs, expenses, damages and obligations [UNREADABLE] return the Premises to its condition existing prior to the appearance of any nature arising from or as a result of such hazardous materials.
C. It is acknowledged that underground contamination exists in the use area of the Premises that has migrated under the Premises. Landlord is not a responsible party for remediation of any such hazardous substances and does not assume responsibility for the same nor shall Landlord hold Tenant responsible for the same. If Landlord has reasonable cause to believe that the Premises has or may become contaminated by Tenant Hazardous Materials caused by Tenant, its agents, employees, invitees, contractors, or subtenant, Landlord may (at its Invitees Tenant will maintain option) cause testing ▇▇▇▇▇ to be installed on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materialsPremises, and shall deliver such list and MSDS copies may cause the ground water to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right be tested to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal detect the presence of Hazardous Materials in violation by the use of such tests as are then customarily used for such purposes. If Tenant so requests, Landlord shall supply Tenant with copies of such test results. The cost of such tests and of the above provisions installation, maintenance, repair and replacement of this Section or such ▇▇▇▇▇ shall be paid by Landlord, except that Tenant has not complied with shall pay the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after if the presence of Hazardous Materials is detected and which was probably caused by Tenant, its agents, employees, sub-tenants, invitees, or contractors.
D. It shall not be unreasonable for Landlord to withhold its consent to any proposed Transfer pursuant to Section 15. if the proposed transferee’s anticipated use of the Premises involves the generation, storage, use, treatment or disposal of Hazardous Material and which in Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance sole opinion poses an unacceptable risk of occupancy contamination of the Premises.
E. As used herein, FoldRx has the term “Hazardous Material” means any hazardous or toxic substance, materials or waste, the storage, use, or disposition of which is or becomes regulated by any local governmental authority, the State of California or the United States Government. The term “Hazardous Material” includes, without limitation, any material or substance which is (i) submitted listed under Article 9 or defined as hazardous or extremely hazardous pursuant to the Radiation Control Program Article 11 of Title 22 of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and California Administrative Code, Division 4, Chapter 20, (ii) obtained from the Radiation Control Program defined as a “hazardous waste” pursuant to Section 1004 of the Department of Public Health Federal Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. (42 U.S.C. Section 6903), (iii) defined as a “hazardous substance” pursuant to Section 101 of the Commonwealth of Massachusetts an Amendment NoComprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. 04 dated October 19(42 U.S.C. Section 9601), 2011 terminating License No 55-0558 or (collectivelyiv) is listed or defined as “hazardous waste”, the “Decommissioning Materialshazardous substance”). Landlord has furnished a copy , or other similar designation by any regulatory scheme of the Decommissioning Materials to Tenant. Tenant shall not be responsible for State of California or the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant U.S. Government that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or is similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitforegoing.
Appears in 2 contracts
Sources: Lease Agreement (Tintri, Inc.), Lease Agreement (Tintri, Inc.)
Hazardous Materials. (a) Tenant Contractor shall not, nor shall it permit or allow any Subcontractor or Sub-subcontractor to, bring any Hazardous Materials on the Site and shall bear all responsibility and liability for such materials; provided, however, that Contractor may bring onto the Site such Hazardous Materials as are necessary to perform the Work so long as the same is done in compliance with Applicable Law, Applicable Codes and Standards, and the requirements specified in Attachment J, and Contractor shall remain responsible and liable for all such Hazardous Materials. If Contractor or any Subcontractor or Sub-subcontractor encounters Pre-Existing Hazardous Materials at the Site, Contractor and its Subcontractors and Sub-subcontractors shall immediately stop Work in the affected area and notify Owner. Contractor and its Subcontractors and Sub- subcontractors shall not be required to resume Work in connection with such Pre-Existing Hazardous Materials or in any area affected thereby until Owner has: (i) will not conduct obtained any activity on the Premises that will use required permits or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities other approvals related thereto; and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in delivered to Contractor a written notice (x) specifying that any manner affected area is or has been rendered suitable for the storage resumption of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and Work in compliance with all Environmental LawsApplicable Law or (y) specifying any special conditions under which such Work may be resumed in compliance with Applicable Law. If To the extent that any Hazardous Materials are brought such suspension adversely affects Contractor’s or found on the Premises in violation its Subcontractors’ or Sub-subcontractors’ cost or time for performance of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises Work in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this SectionAgreement, Contractor shall be entitled to an appropriate Change Order pursuant to Section 6.2A.8. If under such circumstances Contractor or any of its Subcontractors or Sub- subcontractors fail to stop Work and notify Owner, Contractor shall be responsible and liable to Owner in which case Tenant shall reimburse Landlord accordance with Section 17.1B for all damages, costs, losses and expenses to the reasonable cost thereof within ten extent relating to such failure, subject to an aggregate cap of [***] U.S. Dollars (10U.S.$[***]) days after Landlord’s request therefor.
and Owner hereby releases Contractor Indemnified Parties (b) In in connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectivelyWork, the “Decommissioning Materials”Train 3 Work, the Train 4 Work and the Train 5 Work), its Subcontractors or Sub-subcontractors (in connection with the Work) and any subcontractors and sub- subcontractors of Contractor (in connection with the Train 3 Work, the Train 4 Work and the Train 5 Work) from any such liability in excess thereof. Landlord has furnished a copy For the avoidance of doubt, any such liability of Contractor under this Agreement, the Decommissioning Materials to Tenant. Tenant Train 3 EPC Agreement, the Train 4 EPC Agreement and the Train 5 EPC Agreement shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
exceed [***] U.S. Dollars (cU.S.$[***]) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant total cumulative aggregate under the Train 3 EPC Agreement, the Train 4 EPC Agreement, the Train 5 EPC Agreement and this Agreement and Owner’s release above shall similarly apply to such permitcumulative aggregate.”
Appears in 2 contracts
Sources: Fixed Price Turnkey Agreement (NextDecade Corp), Epc Agreement (NextDecade Corp)
Hazardous Materials. Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any "Hazardous Material" (as defined below) upon or about the Property, nor permit Tenant's employees, agents, contractors, and other occupants of the Premises to engage in such activities upon or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily used in offices (or such other business or activity expressly permitted to be undertaken in the Premises under Article 6), provided: (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except such substances shall be used and maintained only in such quantities as are reasonably necessary for such activities that are both (1) part permitted use of the ordinary course of Tenant’s business activities and (2) conducted Premises, strictly in accordance with all Environmental Laws; applicable Law and the manufacturers' instructions therefor, (iib) will such substances shall not use be disposed of, released or discharged on the Property, and shall be transported to and from the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental applicable Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures as Landlord shall reasonably require, (c) if any applicable Law or Landlord's trash removal contractor requires that any such substances be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result disposed of Tenant’s failure to comply with the foregoing provisionsseparately from ordinary trash, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored make arrangements at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s Tenant's expense for such materialsdisposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall deliver ensure that disposal occurs frequently enough to prevent unnecessary storage of such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed substances in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (iid) obtained any remaining such substances shall be completely, properly and lawfully removed from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal Property upon expiration or remediation of any radioactive material in or on the Premises as of the date earlier termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Office Lease (Capella Education Co), Office Lease (Peapod Inc)
Hazardous Materials. (a) Tenant (i) will not conduct any activity on Landlord represents and warrants that, to the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part best of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises 's knowledge as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises Lease and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
Substantial Completion (ci) Landlord represents to Tenant that Landlord has there does not received exist (and will not exist as of the date of Substantial Completion) any written noticeleak, demandspill, claimrelease, citationdischarge, complaint, request for information emissions or similar communication with respect to the existence disposal of Hazardous Materials at on the Project Lot (including the Building to be located thereon), and (ii) the Premises do not (and will not as of the date of Substantial Completion) contain any Hazardous Materials, except as may be contained in violation customary cleaning supplies or in such other supplies (e.g. paint) that are necessary for Landlord to perform its obligations hereunder. In the event that any such leak, spill, release, discharge, emission or disposal of Environmental LawsHazardous Materials shall occur on the Lot or (apart from DE MINIMIS amounts of such materials used for cleaning and maintenance purposes or in connection with the operation of loading docks) the Park not caused by Tenant or its officers, employees, agents, contractors or licensees, Landlord shall take any and all actions necessary to bring the Premises, the Park and/or the Building (excluding all portions thereof leased or leasable to tenants) into compliance with applicable law and other governmental requirements relating thereto. Landlord agrees to notify Tenant immediately upon discovery of any Hazardous Materials on the Premises or in the Park and to indemnify, defend and hold harmless Tenant and its officers, employees and agents from and against any claims, judgments, damages, penalties, fines, costs, liabilities or loss (including without limitation reasonable attorneys' fees) which arise during or after the date hereof from or in connection with the presence or suspected presence of Hazardous Materials on the Premises or in the Park caused directly by the negligent acts or willful misconduct of Landlord. Notwithstanding any language to the contrary set forth in this Lease, in no event shall Landlord be obligated to indemnify Tenant for any Hazardous Materials which arise, as a result of the negligent acts or willful misconduct of Tenant, its officers, employees, agents, contractors or licensees. The parties acknowledge that Tenant will apply for a transfer covenants and indemnifications set forth in this Section 5.1.8 shall survive the expiration or earlier termination of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.this Lease; and
Appears in 2 contracts
Sources: Lease Agreement (Unisphere Networks Inc), Lease Agreement (Unisphere Solutions Inc)
Hazardous Materials. a. Tenant shall comply with all applicable environmental laws, orders, regulations, ordinances and directives now existing or hereafter enacted (a“Environmental Laws”) and, at Tenant’s sole cost and expense, shall perform any act or obligation arising from or as is necessary to achieve such compliance arising from its use of the Premises. Landlord shall, at its sole cost and expense, perform any act or obligation in order to comply with all Environmental Laws except those which are T▇▇▇▇▇’s obligation hereunder.
b. Tenant (i) will shall not conduct cause or permit any activity on portion of the Premises that will use to be used for the production, storage, deposit or produce any disposal of Hazardous Materials, except for such activities nor shall Tenant permit Hazardous Materials ever to be placed or located upon the Premises. Notwithstanding the above prohibition, Tenant acknowledges that it stores Hazardous Materials (thinners, lacquers, glues, varnishes, etc.) including the listed petrochemicals and finishes containing urea formaldehyde and covenants that same are both (1) part at all times used, kept and stored in full compliance with the Environmental Laws including the storing of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that in code-compliant flammable cabinets. As used herein, “Hazardous Materials” means all substances or pollutants which are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials declared to be brought onto or regulated as hazardous, toxic, dangerous or polluting substances under the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If Laws at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, including, without limitation, asbestos, polychlorinated biphenyles (PCBs), urea formaldehyde, foam insulation, and petroleum products and by-products.
c. Tenant shall remove all Hazardous Materials from promptly notify Landlord of any actual or threatened lien against the Premises in accordance with the applicable standard required by of which T▇▇▇▇▇ becomes aware pursuant to any of the Environmental Laws for premises with a laboratory use before the earlier Laws. Tenant, at Tenant’s sole cost and expense, shall promptly discharge and remove any lien arising from Tenant’s violation of any of the date Environmental Laws, such action to be completed within thirty (30) days after Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written first receives notice to Tenant (of such lien or a violation or such shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required (1) by Tenant. Such inspections and tests shall be conducted at Landlord’s expensethe governmental agency enforcing the correction of such violation, unless they reveal or (2) to prevent the presence holder of Hazardous Materials in violation of any such lien from forcing the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy sale of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 2 contracts
Sources: Lease Agreement (Lipella Pharmaceuticals Inc.), Lease Agreement (Lipella Pharmaceuticals Inc)
Hazardous Materials. (a) Tenant (i) will not conduct any activity shall have the right to use, store, handle, treat, transport, release or dispose of the Hazardous Materials set forth in Exhibit I hereto on or about the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted Property to the extent necessary or desirable in accordance connection with all Environmental Laws; (ii) will not use the Premises in any manner for Permitted Uses provided the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and same is done in compliance with all applicable Environmental Laws. If any Such exhibit is representative but not exclusive of the Hazardous Materials are brought used on or found on about the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant.
(b) Any handling, with proper disposaltreatment, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during transportation, storage, disposal or after the Lease Term use of Hazardous Materials by Tenant in or about the Premises are found to be so contaminated or subject to such conditions as a result of the Property and Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises shall comply with all applicable Environmental Laws. To the extent required by any governmental authority or by Landlord, Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet shall, within ten (an “MSDS”10) was issued by the producers or manufacturers thereof, together with copies Business Days of the MSDS’s for such materialswritten request therefore, and shall deliver such list and MSDS copies disclose in writing to Landlord upon Landlord’s request therefor. Except for all Hazardous Materials that existed are being used by Tenant in or on the Premises as at the time of such request, the date nature of this Leasesuch use and the manner of storage and disposal. Without Landlord’s prior written consent, Tenant shall remove all Hazardous Materials from not conduct any sampling or investigation of soil or groundwater on the Premises Property to determine the presence of any constituents therein (unless such sampling or investigation is required by law, governmental authority, or in connection with a permit for Tenant’s operations in accordance with the applicable standard required by the Environmental Laws for premises Permitted Use, in which case, Tenant shall provide Landlord with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five fifteen (515) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with accompanied by Tenant’s businessproposed work plan, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests Tenant shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation deliver to Landlord a copy of the above provisions results of this Section such sampling or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof investigation within ten (10) days after Landlord’s request thereforreceipt by Tenant).
(bc) In connection Tenant shall indemnify, defend upon demand with FoldRx’s discontinuance of occupancy of the Premisescounsel reasonably acceptable to Landlord, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained hold Landlord harmless from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19and against, 2011 terminating License No 55-0558 any liabilities, losses claims, damages, interest, penalties, fines, attorneys’ fees, experts’ fees, court costs, remediation costs, and other expenses (collectively, “Claims”) which result from the “Decommissioning Materials”). Landlord has furnished a copy use, storage, handling, treatment, transportation, release, threat of the Decommissioning release or disposal of Hazardous Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on about the Premises as or the Property by Tenant or Tenant’s agents, employees, contractors or invitees. The provisions of this paragraph (c) shall survive the date expiration or earlier termination of this Lease.
(cd) Tenant shall give written notice to Landlord represents as soon as reasonably practicable of (i) any communication received by Tenant from any governmental authority concerning Hazardous Materials which relates to the Premises or the Property, and (ii) any Environmental Condition of which Tenant is aware.
(e) Tenant acknowledges that it has received copies of the environmental information listed on Exhibit L (“Environmental Reports”) from Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence Property. Except as set forth in the Environmental Reports, Landlord represents and warrants to Tenant that, to the best of Landlord’s knowledge, there are no Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit in, on, under or emanating from the City of Cambridge Fire Department for application to Premises or the Premises. Landlord will not take any action Property that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.require remediation under any
Appears in 2 contracts
Sources: Lease Agreement (Repligen Corp), Lease Agreement (Repligen Corp)
Hazardous Materials. Landlord and Tenant agree as follows with respect to the existence or use of “Hazardous Material” in, on or about the Leased Premises, Building, and the Project:
(a) Tenant, at its sole cost and expense, shall comply with all laws, statutes, ordinances, rules and regulations of any local, state or federal governmental authority having jurisdiction concerning environmental, health and safety matters (collectively, “Environmental Laws”), including, but not limited to, the use of animals or laboratory specimens, any discharge into the air, surface, water, sewers, soil or groundwater of any Hazardous Material (as defined below), whether within or outside the Leased Premises or within the Building or Project. Notwithstanding the foregoing, nothing contained in this Lease requires, or shall be construed to require, Tenant to incur any liability related to or arising from environmental conditions (i) will not conduct any activity on for which the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken Landlord is responsible pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date terms of this Lease, Tenant shall remove all Hazardous Materials from or (ii) which existed within the Premises in accordance with Leased Premises, the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of Building or Project prior to the date Tenant vacates takes exclusive possession of the Premises and the date Tenant’s right to possess the Premises ends. Landlord mayLeased Premises, upon at least five (5) business days’ prior written notice to provided, however, that if any such environmental condition was exacerbated by Tenant (or a shorter period of prior written notice in the case of emergenciesTenant’s contractors, subcontractors, agents, subtenants, assigns, etc.), enter the direct, out-of-pocket cost (and any delays resulting therefrom) of the liability therefor and any such removal or remediation shall be equitably borne by Landlord and Tenant based upon the degree to which Tenant’s (or such other Tenant parties’) actions have increased the cost of such removal or remediation. Tenant shall comply with all applicable Requirements (including applicable zoning and building code requirements and Landlord’s reasonable quantity limitations to provide for multiple tenant use and compliance applicable to the Building area and/or the so-called “control area” therein; provided, however, that Tenant shall only be permitted to use the “control area” located within the Leased Premises and conduct environmental inspections within the chemical storage area located on the first (1st) floor of the Building, and tests therein as it may reasonably require in such areas Tenant shall not use more than the allocated proportionate share of permitted storage of Hazardous Materials for the floor on which such portion of the Leased Premises are located) pertaining to the transportation, storage, use or disposal of such Hazardous Materials. Tenant is required to adhere to and comply with the allowable quantities of Hazardous Materials that are allocated to them by the Landlord’s flammable matrix, from time to time, provided that . Landlord shall use reasonable efforts consents to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal use of the presence of Hazardous Materials in violation of the above provisions of this Section or quantities listed in Exhibit H. In the event that Tenant has not complied with the requirements of this Sectionrequests ▇▇▇▇▇▇▇▇’s consent to revise or modify Exhibit H, in which case Tenant Landlord shall reimburse Landlord for the reasonable cost thereof respond within ten (10) days Business Days after LandlordTenant’s request thereforfor consent, which consent shall not be unreasonably withheld, conditioned or delayed.
(b) In connection Except with FoldRxrespect to the items listed in Exhibit H hereto, Tenant shall not cause or permit any Hazardous Material to be brought upon, kept or used in or about the Leased Premises or otherwise in, on or at the Building or Project by Tenant, its agents, employees, contractors or invitees, without the prior written consent of Landlord, not to be unreasonably withheld, conditioned or delayed, and provided that such materials are stored, used and disposed of in strict compliance with all applicable Environmental Laws and with good scientific and medical practice. Within ten (10) days following ▇▇▇▇▇▇▇▇’s discontinuance written request, Tenant shall provide Landlord with any information requested by Landlord concerning the existence, use, generation or disposal of occupancy Hazardous Materials at the Leased Premises, including, but not limited to, the following information: (a) the name, address and telephone number of the Premisesperson or entity employed by Tenant to dispose of its Hazardous Materials, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished including a copy of any contract with said person or entity, (b) all relevant information relating to such materials (e.g., a list of each type of Hazardous Materials used, stored, generated or disposed of by Tenant at the Decommissioning Leased Premises and a description of how Tenant disposes of said Hazardous Materials, a copy of its most current materials list and applicable quantities thereof, applicable material safety data sheets ( MSDS) and safety data sheets (SDS) and transportation and removal manifests), (c) a copy of any laws, rules or regulations in Tenant’s possession relating to the disposal of the Hazardous Materials generated by Tenant, and (d) copies of any licenses or permits obtained by Tenant in order to Tenantuse, generate or dispose of Hazardous Materials, including any MWRA permits and approvals. Tenant shall not be responsible for the removal or remediation also as soon as practicable provide to Landlord (without demand by Landlord) a copy of any radioactive material notice, registration, application, permit, or license given to or received from any governmental authority or private party, or persons entering or occupying the Leased Premises, concerning the presence, release, exposure or disposal of any Hazardous Materials in or on about the Leased Premises, the Building, or the Project. Notwithstanding the foregoing, with respect to any of Tenant’s Hazardous Materials which Tenant does not properly handle, store or dispose of in compliance with all applicable Environmental Laws and good scientific and medical practice, Tenant shall, upon written notice from Landlord, no longer have the right to bring such material into the Leased Premises, the Building of which the Leased Premises as is a part or the Project until Tenant has demonstrated, to Landlord’s reasonable satisfaction, that Tenant has implemented programs to thereafter properly handle, store or dispose of the date of this Leasesuch material.
(c) Landlord represents As used herein, the term “Hazardous Material” means any hazardous or toxic substances, hazardous waste, environmental, biological, chemical, radioactive substances, oil, petroleum products and any waste or substance, which because of its quantitative concentration, chemical, biological, radioactive, flammable, explosive, infectious or other characteristics, constitutes or may reasonably be expected to Tenant that Landlord has not received any written noticeconstitute or contribute to a danger or hazard to public health, demand, claim, citation, complaint, request for information safety or similar communication with respect welfare or to the existence environment, or that would trigger any employee or community “right-to-know” requirements adopted by any federal, state or local governing or regulatory body or which is or otherwise becomes regulated by any Environmental Law, including but not limited to the Massachusetts “Right to Know” Law, Chapter 111F of Hazardous Materials at the Project in violation General Laws of Environmental LawsMassachusetts, specifically including live organisms, viruses and fungi, Medical Waste (as defined below), and so-called “biohazard” materials. The parties acknowledge that Tenant will apply for term “Hazardous Material” includes, without limitation, any material or substance which is (i) designated as a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises “hazardous substance” pursuant to such permit.Section 1311 of the Federal Water Pollution Control Act (33 U.S.C. Section 1317),
Appears in 2 contracts
Sources: Lease Agreement (Aktis Oncology, Inc.), Lease Agreement (Aktis Oncology, Inc.)
Hazardous Materials. (a) Tenant Contractor shall not, nor shall it permit or allow any Subcontractor or Sub-subcontractor to, bring any Hazardous Materials on the Site and shall bear all responsibility and liability for such materials; provided, however, that Contractor may bring onto the Site such Hazardous Materials as are necessary to perform the Work so long as the same is done in compliance with Applicable Law, Applicable Codes and Standards, and the requirements specified in Attachment J, and Contractor shall remain responsible and liable for all such Hazardous Materials. If Contractor or any Subcontractor or Sub-subcontractor encounters Pre-Existing Hazardous Materials at the Site, Contractor and its Subcontractors and Sub-subcontractors shall immediately stop Work in the affected area and notify Owner. Contractor and its Subcontractors and Sub-subcontractors shall not be required to resume Work in connection with such Pre-Existing Hazardous Materials or in any area affected thereby until Owner has: (i) will not conduct obtained any activity on the Premises that will use required permits or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities other approvals related thereto; and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in delivered to Contractor a written notice (x) specifying that any manner affected area is or has been rendered suitable for the storage resumption of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and Work in compliance with all Environmental LawsApplicable Law or (y) specifying any special conditions under which such Work may be resumed in compliance with Applicable Law. If To the extent that any Hazardous Materials are brought such suspension adversely affects Contractor’s or found on the Premises in violation its Subcontractors’ or Sub-subcontractors’ cost or time for performance of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises Work in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this SectionAgreement, Contractor shall be entitled to an appropriate Change Order pursuant to Section 6.2A.8. If under such circumstances Contractor or any of its Subcontractors or Sub-subcontractors fail to stop Work and notify Owner, Contractor shall be responsible and liable to Owner in which case Tenant shall reimburse Landlord accordance with Section 17.1B for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premisesall damages, FoldRx has (i) submitted costs, losses and expenses to the Radiation Control Program extent relating to such failure, subject to an aggregate cap of [***] U.S. Dollars (U.S.$[***]) and Owner hereby releases Contractor, its Subcontractors or Sub-subcontractors from any such liability in excess thereof. For the Department avoidance of Public Health doubt, any such liability of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant Contractor shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
exceed [***] U.S. Dollars (cU.S.$[***]) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permittotal cumulative aggregate under the Trains 1 and 2 EPC Agreement and this Agreement.
Appears in 1 contract
Hazardous Materials. Except for ordinary and general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (a) Tenant (i) will not conduct any activity on the Premises that will use some or produce any all of which may constitute "Hazardous Materials" as defined in this Lease), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will Tenant agrees not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If Building, the Common Areas or any Hazardous Materials are brought or found on the Premises in violation other portion of the above provisions of this Section, the same shall be immediately removed Project by Tenant, with proper disposalits agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsabsolute discretion. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply Concurrently with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date execution of this LeaseLease and annually thereafter, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after of written request from Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance , Tenant agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of occupancy Exhibit "F" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, FoldRx has (i) submitted the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents promptly indemnify, protect, defend and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19hold harmless Landlord and Landlord's partners, 2011 terminating License No 55-0558 officers, directors, employees, agents, successors and assigns (collectively, "Landlord Indemnified Parties") from and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees and court costs) which arise or result from the “Decommissioning Materials”presence of Hazardous Materials on, in, under or about the Premises, the Building or any other portion of the Project and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). At all times during the Term of this Lease, Landlord has furnished a copy will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the Decommissioning Materials to TenantState, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. Tenant shall not be responsible for The provisions of this Subparagraph 8(c) will survive the removal expiration or remediation of any radioactive material in or on the Premises as of the date earlier termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Industrial Lease (AcuNetx, Inc.)
Hazardous Materials. (a) Except as set forth in this Paragraph 19 or any other provision of this Lease, Tenant agrees that neither Tenant nor its agents, employees, contractors or invitees shall handle, use, manufacture, store or dispose of any flammables, explosives, radioactive materials, hazardous waste or materials, toxic wastes or materials, or other similar substances, petroleum products or derivatives (collectively "Hazardous Materials") on, under, or about the Leased Premises or the Airport without Landlord's prior written consent, which consent shall not be unreasonably withheld as long as Tenant demonstrates and documents to Landlord's reasonable satisfaction (i) that such Hazardous Materials (A) are necessary or useful to Tenant's business; and (B) will not conduct be used, kept, and stored in compliance with all laws relating to any activity Hazardous Materials so brought or used or kept in or about the Premises; and (ii) that Tenant will give all required notices concerning the presence in or on the Premises that will or the release of such Hazardous Materials from the Premises. Notwithstanding the foregoing, Tenant may handle, store, use or produce any dispose of products containing small quantities of Hazardous Materials, except which products are of a type customarily found in offices and households (such as aerosol cans containing insecticides, toner for copies, paints, paint remover, and the like), provided that Tenant shall handle, store, use and dispose of any such activities Hazardous Materials in a safe and lawful manner and shall not allow such Hazardous Materials to contaminate the Premises environment.
(b) Anything to this contrary herein notwithstanding, it is understood and agreed that the permitted uses as set forth in Paragraph 9 hereof contemplate that products which may be Hazardous Materials but are both normally and usually associated with the servicing and maintenance of jet aircraft (1collectively, the "Permitted Products") will be stored, used and handled in, on or at the Premises, all as more fully identified in Exhibit B attached hereto and made a part hereof.
(c) Tenant further agrees that Tenant will not permit any substance to come into contact with groundwater under the Premises; it being agreed that any such substance which Tenant allows to come into contact with such groundwater shall, regardless of its inherent hazardous characteristics, will be considered a Hazardous Material for purposes of this Lease.
(d) Notwithstanding the ordinary course provisions of Tenant’s business activities Paragraph 19(a), Tenant may handle, store, and use at the Leased Premises the Permitted Products, whether or not the same are Hazardous Materials, identified on, and limited to the amounts and the uses described in, Exhibit B to this Lease. Tenant hereby covenants and agrees that it shall (2i) conducted at all times comply with applicable laws pertaining to Hazardous Material in accordance with all Environmental Laws; the operation of its business, and specifically in the handling, storage, use and disposal of any Permitted Products or other Hazardous Materials, at or on the Leased Premises, (ii) will not use secure and abide by all permits necessary for Tenant's operations at or on the Premises Premises, and (ii) give or post all notices required by all applicable laws pertaining to Hazardous Materials. If Tenant shall at any time fail to comply with this Subparagraph 19(d), Tenant shall immediately notify Landlord in any manner for the storage writing of such noncompliance.
(e) Tenant shall provide Landlord with copies of any Hazardous Materials except for storage of such materials that are both Material Safety Data Sheets (1as required by the Occupational Safety and Health Act) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit relating to any Hazardous Materials to be brought onto used, kept, or stored by Tenant at or on the Premises, except at least thirty (30) days prior to Tenant's first use, placement, or storage of such Hazardous Material at or on the Premises. Landlord shall have ten (10) days following delivery of such Material Safety Data Sheets to approve or forbid, in its sole discretion but subject to the ordinary course limitation contained in Paragraph 19(a) above, such use, placement, or storage of Tenant’s business and in compliance with all Environmental Laws. If any such Hazardous Materials are brought Material at or found on the Premises.
(f) Except as permitted under this Lease, Tenant shall not store hazardous wastes on the Premises for more than ninety (90) days or in violation any manner that would potentially violate environmental laws. For the purposes of this Paragraph 19(f), the term "hazardous waste" shall have the meaning given to such term in the Resource Conservation and Recovery Act of 1976, as amended. Tenant shall not install any underground or above ground storage tanks on the Premises. Tenant shall not dispose of any Hazardous Material or solid waste on the Premises without Landlord's prior consent. In performing any Alterations of the above provisions Premises permitted by the Lease, Tenant shall not use or install any Hazardous Material in the Premises without the prior written consent of this Section, Landlord.
(g) Any increase in the same premiums paid by Landlord for necessary insurance on the Premises or the Airport which arises solely from Tenant's use and/or storage of Hazardous Materials (including the Permitted Products) shall be immediately removed reimbursed to Landlord by Tenant; it being agreed that Tenant shall not be liable for any such increase which arises solely from the use and/or storage of Hazardous Materials in the Leased Premises by Landlord, with proper disposalany Co- Tenant or other permitted occupant, and that any such increase that arises from the use and/or storage of Hazardous Materials or the Permitted Products by Tenant and all required cleanup procedures or the majority of the Co-Tenants shall be diligently undertaken pursuant borne by Tenant and the Co-Tenants in proportion to all Environmental Lawstheir proportionate interests in Hangar . Tenant shall procure and maintain at its sole expense such additional insurance as may be necessary for Tenant to comply with any requirement of any Federal, State or Local governmental agency with jurisdiction, including, but not limited, to, pollution liability insurance and on- and off-premises liability insurance, and such insurance shall name Landlord as an additional insured.
(h) If at any time during or after the Lease Term Landlord, in its sole discretion, believes that the Premises are found to be so or the environment have become contaminated or subject to such conditions with Hazardous Materials as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from 's breach or as a result violation of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date provisions of this Lease, Tenant shall remove all and such Hazardous Materials from must be removed under the laws of the state where the Premises are located, Landlord, in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates addition to its other rights under this Lease, may enter upon the Premises and obtain samples from the date Tenant’s right Premises, including without limitation the sole and groundwater under the Premises, for the purposes of analyzing the same to possess determine whether and to what extent the Premises endsor the environment have become so contaminated. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after costs of any inspection, sampling and analysis that discloses contamination caused by Tenant and for which Tenant is liable under the terms of this Lease. Tenant may not perform any sampling, testing, or drilling to locate any Hazardous Materials on the Premises without Landlord’s request therefor's prior written consent.
(bi) In Without limiting any other provision of this Paragraph 19, Tenant shall reimburse, defend, indemnify and hold Landlord harmless from and against any and all claims, losses, liabilities, damages, costs and expenses, including without limitation, loss of rental income, loss due to business interruption, and reasonable attorneys fees and costs, arising out of or in any way connected with the use, manufacture, storage, or disposal of Hazardous Materials by Tenant, its agents, employees or contractors on, under or about the Leased Premises, including, without limitation, the costs of any required or necessary investigation, repair, cleanup or detoxification and the preparation of any closure or other required plans in connection with FoldRx’s discontinuance herewith, compelled by governmental authority and arising from the use, manufacture, storage, or disposal of occupancy Hazardous Materials by Tenant, its agents, employees or contractors on, under or about the Leased Premises during the Term. The indemnity obligations of Tenant under this clause shall survive any termination of the Lease. At Landlord's option, Tenant shall perform any required or necessary investigation, repair, cleanup, or detoxification of the Leased Premises. In such case, FoldRx has Landlord shall have the right, in its sole discretion, to approve all plans, consultants, and cleanup standards. Tenant shall provide Landlord on a timely basis with (i) submitted to the Radiation Control Program copies of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 all documents, reports, and communications with supporting documents governmental authorities; and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts notice and an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials opportunity to Tenantattend all meetings with regulatory authorities. Tenant shall not comply with all notice requirements of applicable laws, and Landlord and Tenant agree to cooperate with governmental authorities seeking access to the Premises for purposes of sampling or inspection. No disturbance of Tenant's use of the Leased Premises resulting from activities conducted pursuant to this Paragraph 19(i) shall constitute an actual or constructive eviction of Tenant from the Leased Premises. In the event that the performance of such cleanup extends beyond the termination of the Lease, Tenant's obligation to pay Rent will continue until such cleanup is completed and any certificate of clearance or similar document evidencing the completion of such cleanup has been delivered to Landlord.
(j) Notwithstanding anything set forth in this Lease, Tenant shall only be responsible for any contamination (and any resulting required cleanup) on the removal Leased Premises occurring on or remediation after the date that Tenant takes possession of the Leased Premises. However, Tenant has been afforded sufficient access and opportunity to perform any necessary and desirable environmental due diligence prior to taking possession of the Leased Premises. Consequently, in any legal proceeding relating to environmental conditions upon, under or within the Leased Premises, Tenant shall have the burden of demonstrating by clear and convincing evidence that the presence of any radioactive material Hazardous Material upon, under or within the Leased Premises, which Tenant used, processed or disposed of in its operations are solely attributable to other tenants, or on that the Premises as release of such substances predated the effective date of this Lease.
(ck) It shall not be unreasonable for Landlord represents to withhold its consent to any proposed assignment or sublease if (i) the proposed assignee's or sublessee's anticipated use of the Leased Premises involves the generation, storage, use, treatment or disposal of Hazardous Materials; (ii) the proposed assignee or sub-lessee has been required by any prior landlord, lender, or governmental authority to take remedial action in connection with Hazardous Materials contaminating a property if the contamination resulted from such assignee's or sublessee's actions or use of the property in question; or (iii) the proposed assignee or sublessee is subject to an enforcement order issued by any governmental authority in connection with the use, disposal, or storage of a Hazardous Material.
(l) Tenant that Landlord has not received shall be obligated to comply with all applicable federal, state or local laws, including any written noticereporting or filing requirements imposed thereunder, demandconcerning the use, claimmanufacture, citation, complaint, request for information storage or similar communication with respect to the existence disposal of Hazardous Materials by Tenant, its agents, employees and contractors and any permitted assignee of Tenant, at, on or under the Hangar Space and the Office Space (and any other portions of the Leased Premises) (i) at all times during the Project in violation Term, whether or not this Lease has been assigned by Tenant, and (ii) following the termination of Environmental Lawsthis Lease, by lapse of time or otherwise, to the extent that such continued compliance arises from the use, manufacture, storage or disposal of Hazardous Materials by Tenant, its agents, employees and contractors and any permitted assignee of this Lease, at, on or under the Hangar Space and the Office Space (and any other portions of the Leased Premises) during the Term. The parties acknowledge In the event that such compliance extends beyond the termination of the Lease, and (A) requires that Tenant remain in occupancy or possession of the Leased Premises under this Lease, or (B) prohibits Landlord, by law or otherwise, from reletting the Hangar Space or the Office Space, Tenant's obligation to pay Rent will apply for continue until the earlier of the date (1) Tenant obligations imposed by such laws are satisfied in full and any certificate of clearance or similar document evidencing Tenant's compliance has been delivered to Landlord, and (2) the date Landlord relets the Hangar Space and the Office Space; it being agreed, however, that if Landlord relets a transfer portion of its existing 2012 Flammable Materials Permit from the City Hangar Space and/or the Office Space, the Rent payable by Tenant hereunder shall be reduced proportionately based upon rentable square foot area of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitportions which are relet.
Appears in 1 contract
Sources: Lease Agreement
Hazardous Materials. Landlord and Tenant agree as follows with respect to the existence or use of "Hazardous Material" in or on the Premises, the Building or the Complex.
(a) Tenant, at its sole cost and expense, shall comply with the Emergency Planning and Community Right to Know Act (EPCRTKA) 42 U.S.C. § 11001-11050, and all other laws, statutes, ordinances, rules and regulations of any local, state or federal governmental authority having jurisdiction concerning environmental, health and safety matters (collectively, "Environmental Laws"), including, but not limited to, any discharge into the air, surface, water, sewers, soil or groundwater of any Hazardous Material (as defined in Article 29.11(c)), whether within or outside the Premises within the Complex. Tenant shall comply with all terms, conditions and guidelines contained in the MWRA permit applicable to the Premises (which Tenant shall be obligated to obtain) and agrees to further acknowledge such agreement to so comply in writing upon request of Landlord. Notwithstanding the foregoing, nothing contained in this Lease requires, or shall be construed to require, Tenant to incur any liability related to or arising from environmental conditions (i) will not conduct any activity on for which the Landlord is responsible pursuant to the terms of this Lease, or (ii) which existed within the Premises or the Complex prior to the date Tenant takes possession of the Premises.
(b) Tenant shall not cause or permit any Hazardous Material to be brought upon, kept or used in or about the Premises or otherwise in the Complex by Tenant, its agents, employees, contractors or invitees, without the prior written consent of Landlord, except for Hazardous Materials which are typically used in the operation of offices or laboratories, provided that will use or produce any such materials are stored, used and disposed of in strict compliance with all applicable Environmental Laws and with good scientific and medical practice. Within five (5) days of Landlord’s request, Tenant shall provide Landlord with a list of all Hazardous Materials, except for including quantities used and such activities that are both (1) part of other information as Landlord may reasonably request, used by Tenant in the ordinary course Premises or otherwise in the Complex. Notwithstanding the foregoing, with respect to any of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will 's Hazardous Material which Tenant does not use the Premises in any manner for the storage properly handle, store or dispose of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all applicable Environmental Laws and good scientific and medical practice, Tenant shall, upon written notice from Landlord, no longer have the right to bring such material into the Premises, Building of which the Premises is a part or the Complex until Tenant has demonstrated, to Landlord's reasonable satisfaction, that Tenant has implemented programs to thereafter properly handle, store or dispose of such material.
(c) As used herein, the term "Hazardous Material" means any hazardous or toxic substance, material or waste or petroleum derivative which is or becomes regulated by any Environmental Law, specifically including live organisms, viruses and fungi, medical waste, and so-called “biohazard” materials. The term "Hazardous Material" includes, without limitation, any material or substance which is (i) designated as a "hazardous substance" pursuant to Section 1311 of the Federal Water Pollution Control Act (33 U.S.C. Section 1317), (ii) defined as a “hazardous waste” pursuant to Section 1004 of the Federal Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq. (42 U.S.C. Section 6903), (iii) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. (42 U.S.C. Section 9601), (iv) defined as "hazardous substance" or "oil" under Chapter 21E of the General Laws of Massachusetts, or (v) a so-called “biohazard” or medical waste, or is contaminated with blood or other bodily fluids; and "Environmental Laws. If any Hazardous Materials are brought or found " include, without limitation, the laws listed in the preceding clauses (i) through (iv).
(d) Any increase in the premium for necessary insurance on the Premises in violation or the Complex which arises from Tenant's use and/or storage of the above provisions of this Section, the same these Hazardous Materials shall be immediately removed by solely at Tenant, with proper disposal, 's expense. Tenant shall procure and all required cleanup procedures shall maintain at its sole expense such additional insurance as may be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure necessary to comply with the foregoing provisionsany requirement of any federal, state or local government agency with jurisdiction.
(e) Tenant shall hereby covenants and agrees to indemnify, defend and hold Landlord harmless from any and all claims, demandsjudgments, actionsdamages, liabilitiespenalties, fines, costs, expensesliabilities or losses (collectively "Losses") which Landlord may reasonably incur arising out of contamination of real estate, damages and obligations the Complex or other property not a part of any nature arising from or the Premises, which contamination arises as a result of: (i) the presence of Hazardous Material in the use Premises, the presence of which is caused or permitted by Tenant, or (ii) from a breach by Tenant of its obligations under this Article 29.11. This indemnification of Landlord by Tenant includes, without limitation, reasonable costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work required by any federal, state or local governmental agency or political subdivision because of Hazardous Material present in the soil or ground water on or under the Premises by based upon the circumstances identified in the first sentence of this Article 29.11(e). The indemnification and hold harmless obligations of Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”under this Article 29.11(e) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date survive any termination of this Lease. Without limiting the foregoing, if the presence of any Hazardous Material in the Building or otherwise in the Complex caused or permitted by Tenant results in any contamination of the Premises, Tenant shall remove promptly take all Hazardous Materials from actions at its sole expense as are necessary to return the Premises to a condition which complies with all Environmental Laws; provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions, in Landlord's reasonable discretion, would not potentially have any materially adverse long- term or short-term effect on the Premises, and, in any event, Landlord shall not withhold its approval of any proposed actions which are required by applicable Environmental Laws.
(f) On or before the date that Tenant, and anyone claiming by, through or under Tenant, vacates the Premises, and immediately prior to the time that Tenant delivers the Premises to Landlord, Tenant shall:
(1) Cause the Premises to be decommissioned in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier regulations of the date Tenant vacates U.S. Nuclear Regulatory Commission and/or the Massachusetts Department of Public Health for the control of radiation, cause the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall be released for unrestricted use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Massachusetts Department of Public Health for the control of radiation, and deliver to Landlord the Commonwealth report of Massachusetts a request for termination certified industrial hygienist stating that he or she has examined the Premises (including visual inspection, G▇▇▇▇▇ counter evaluation and airborne and surface monitoring) and found no evidence that such portion contains Hazardous Materials, as defined in this Article 29.11, or is otherwise in violation of Materials License No 55-0255 with supporting documents and any Environmental Law, as defined in this Article 29.11 hereof.
(ii2) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Provide to Landlord has furnished a copy of the Decommissioning its most current chemical waste removal manifest and a certification from Tenant executed by an officer of Tenant that no Hazardous Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in other potentially dangerous or on harmful chemicals brought onto the Premises as from and after the date that Tenant first took occupancy of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project Premises remain in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Enumeral Biomedical Holdings, Inc.)
Hazardous Materials. (a) Tenant shall not incorporate into the Shopping Center nor transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any "Hazardous Material" (as defined below) upon or about the Shopping Center, or permit Tenant's employees, agents, contractors, invitees and other occupants of the Premises to engage in such activities upon or about the Shopping Center. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance, and handling within the Premises of substances customarily used in the business or activity expressly permitted to be undertaken in the Premises pursuant to Paragraph 1(G) of this Lease, provided (i) will not conduct any activity on such substances shall be used and maintained only in such quantities as are reasonably necessary for such permitted use of the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of and the ordinary course of Tenant’s 's business activities and (2) conducted therein, strictly in accordance with all Environmental Laws; applicable Law, highest prevailing standards, and the manufacturer's instructions therefor, (ii) will such substances shall not use be disposed of, released or discharged in the Shopping Center, and shall be transported to and from the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental applicable Laws. If , and as Landlord shall reasonably require, (iii) if any Hazardous Materials are brought applicable Law or found on the Premises in violation of the above provisions of this Section, the same Landlord's trash removal contractor requires that any such substances shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result disposed of Tenant’s failure to comply with the foregoing provisionsseparately from ordinary trash, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored make arrangement; at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s Tenant's expense for such materialsdisposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), (iv) any remaining such substances shall be completely, properly and shall deliver such list and MSDS copies to Landlord lawfully removed from the Shopping Center upon Landlord’s request therefor. Except for Hazardous Materials that existed in expiration or on the Premises as of the date earlier termination of this Lease, and (v) for purposes of removal and disposal of any such substances, Tenant shall remove be named as the owner and generator, obtain a waste generator identification number, and execute all Hazardous Materials from the Premises in accordance with the applicable standard permit applications, manifests, waste characterization documents and any other required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforforms.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has Tenant shall promptly notify Landlord of: (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19any enforcement, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal cleanup or remediation of other regulatory action taken or threatened by any radioactive material in governmental or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication regulatory authority with respect to the existence presence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.any
Appears in 1 contract
Hazardous Materials. (aA) Tenant (i) will not conduct any activity on the Premises that will use or produce any No Hazardous Materials, except for such activities that are both (1) part as defined herein, shall be Handled, as also defined herein, upon, about, above or beneath the Premises or any portion of the ordinary course Building by or on behalf of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any , its subtenants or its assignees, or their respective contractors, clients, officers, directors, employees, agents, or invitees. Any such Hazardous Materials except for storage so Handled shall be known as Tenant's Hazardous Materials. Notwithstanding the foregoing, normal quantities of such materials that are both (1) Tenant's Hazardous Materials customarily used in the ordinary course conduct of general administrative and executive office activities (e.g., copier fluids and cleaning supplies) may be Handled at the Premises without Landlord's prior written consent. Tenant’s business and (2) properly stored in a manner and location satisfying 's Hazardous Material shall be Handled at all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and times in compliance with the manufacturer's instructions therefor and all applicable Environmental Laws. If any Hazardous Materials are brought or found on , as defined herein.
(B) Notwithstanding the Premises in violation obligation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken Tenant to indemnify Landlord pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsthis Lease, Tenant shall defend shall, at its sole cost and hold expense, promptly take all actions required by any Regulatory Authority, as defined herein, or necessary for Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the to make full economic use of the Premises or any portion of the Building, which requirements or necessity arises from the Handling of Tenant's Hazardous Materials upon, about, above or beneath the Premises or any portion of the Building. Such actions shall include, but not be limited to, the investigation of the environmental condition of the Premises or any portion of the Building, the preparation of any feasibility studies or reports and the performance of any cleanup, remedial, removal or restoration work. Tenant shall take all actions necessary to restore the Premises or any portion of the Building to the condition existing prior to the introduction of Tenant's Hazardous Materials, notwithstanding any less stringent standards or remediation allowable under applicable Environmental Laws. Tenant shall nevertheless obtain Landlord's written approval prior to undertaking any actions required by Tenant this Section, which approval shall not be unreasonably withheld so long as such actions would not potentially have a material adverse long-term or its Invitees Tenant will maintain short-term effect on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies any portion of the MSDS’s for such materialsBuilding.
(C) Tenant agrees to execute affidavits, representations, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require like from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted time at Landlord’s expense, unless they reveal 's request stating Tenant's best knowledge and belief regarding the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take (D) "Environmental Laws" means and includes all now and hereafter existing statutes, laws, ordinances, codes, regulations, rules, rulings, orders, decrees, directives, policies and requirements by any action that would reduce Regulatory Authority regulating, relating to, or imposing liability or standards of conduct concerning public health and safety or the amount of flammable materials that can be stored in the Premises pursuant to such permitenvironment.
Appears in 1 contract
Hazardous Materials. (a) Tenant (i) will and Landlord shall each comply with all Applicable Laws relating to industrial hygiene and environmental conditions on, under or about the Building including, but not conduct any activity on limited to, soil and ground water conditions. Without limiting the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part generality of the ordinary course of Tenant’s business activities foregoing, Tenant and Landlord shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any “Hazardous Material” (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used as defined and interpreted in the ordinary course of Tenant’s business and (2) properly stored Applicable Laws in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises effect as of the date of this Lease) upon or about the Building, nor permit their respective employees, agents, invitees or contractors to engage in such activities upon or about the Building. However, the foregoing provisions shall not prohibit the transportation to and from, and the use, storage, maintenance and handling within, the Premises by Tenant of substances customarily used in connection with normal office use provided: (a) such substances shall remove all Hazardous Materials be used and maintained only in such quantities as are reasonably necessary for the permitted use of the Premises and strictly in accordance with Applicable Laws and the manufacturer's instructions therefore, (b) such substances shall not be disposed of, released or discharged on the Building, and shall be transported to and from the Premises in accordance compliance with the applicable standard required by the Environmental Laws all Applicable Laws, and as Landlord shall reasonably require, (c) if any Applicable Law or Landlord's trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant's expense for premises such disposal directly with a laboratory use before the earlier of the date Tenant vacates the Premises qualified and the date Tenant’s right licensed disposal company at a lawful disposal site (subject to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergenciesscheduling and approval by Landlord), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time shall ensure that disposal occurs frequently enough to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting prevent unnecessary storage of such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials substances in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained d)any remaining such substances shall be completely, properly and lawfully removed from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal Building upon expiration or remediation of any radioactive material in or on the Premises as of the date earlier termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Office Lease (Gramercy Capital Corp)
Hazardous Materials. (a) Tenant agrees that Tenant, its agents and contractors, licensees, or invitees shall not handle, use, manufacture, store or dispose of any flammables, explosives, radioactive materials, hazardous wastes or materials, toxic wastes or materials, or other similar substances, petroleum products or derivatives (collectively "Hazardous Materials") on, under, or about the Premises, without Landlord's prior written consent (which consent shall not be unreasonably withheld as long as (i) such Hazardous Materials are necessary or useful to Tenant's business and Tenant demonstrates and documents to Landlord's reasonable satisfaction that such Hazardous Materials will not conduct be used, kept, and stored in compliance with all laws relating to any activity Hazardous Materials so brought or used or kept in or about the Premises; and (ii) that Tenant will give all notices required by applicable governmental agencies concerning the presence in or on the Premises or the release of such Hazardous Materials from the Premises) provided that will Tenant may handle, store, use or produce any dispose of products containing small quantities of Hazardous Materials, except which products are of a type customarily found in offices and households (such as aerosol cans containing insecticides, toner for copiers, paints, paint remover, and the like), provided further that Tenant shall handle, store, use and dispose of any such activities Hazardous Materials in a safe and lawful manner and shall not allow such Hazardous Materials to contaminate the Premises or the environment.
(b) Tenant further agrees that are both Tenant will not permit any substance suspected of causing cancer of reproductive toxicity to come into contact with groundwater under the Premises. Any such substance coming into contact with groundwater shall be considered a Hazardous Material for purposes of this Rider.
(1i) part Notwithstanding the provisions of Paragraph (a), Tenant may handle, store, and use Hazardous Materials, limited to the ordinary course types, amounts, and use identified in the Hazardous Materials Exhibit attached hereto. If no Hazardous Materials Exhibit is attached to this Lease, then this Paragraph (c) shall be of no force and effect. Tenant hereby certifies to Landlord that the information provided by Tenant pursuant to this Paragraph is true, correct, and complete. Tenant covenants to comply with the use restrictions shown on the attached Hazardous Materials Exhibit. Tenant’s 's business activities and (2) conducted in accordance operations, and more especially its handling, storage, use and disposal of Hazardous Materials shall at all times comply with all Environmental Laws; applicable laws pertaining to Hazardous Materials. Tenant shall secure and abide by all permits necessary for Tenant's operations on the Premises. Tenant shall give or post all notices required by all applicable laws pertaining to Hazardous Materials. If Tenant shall at any time fail to comply with this Paragraph, Tenant shall immediately notify Landlord in writing of such noncompliance.
(ii) will not use Tenant shall maintain all records required by applicable governmental agencies including any Material Safety Data Sheets (as required by the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1Occupational Safety and Health Act) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit relating to any Hazardous Materials to be brought onto used, kept, or stored at or on the Premises, except in . Landlord shall be entitled to view and copy such records upon reasonable advance notice. In addition Tenant shall provide Landlord copies of any reports required to be made to applicable governmental agencies at the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials time such reports are brought or found made.
(iii) Tenant shall not store hazardous wastes on the Premises in violation for more than 90 days; "hazardous waste" has the meaning given it by the Resource Conservation and Recovery Act of the above provisions of this Section1976, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsas amended. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations not install any underground or above ground storage tanks on the Premises. Tenant shall not dispose of any nature arising from Hazardous Material or as a result of sold waste on the use Premises. In performing any alterations of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued permitted by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all not install any Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored Material in the Premises pursuant without the specific consent of Landlord attached as an exhibit to such permitthis Rider.
Appears in 1 contract
Sources: Lease (Biex Inc)
Hazardous Materials. (a) Tenant shall keep the demised premises free of Hazardous Materials (i) will as hereinafter defined), except as is typical for Tenant's then use which initially shall include, without limitation, the maintenance of vehicles with the attendant storing and using of oil, greases, solvents, etc., and the storing of waste materials derived therefrom, and it is understood that trucks and vehicles stored and/or parked on or in the demised premises may have fuel oil in such truck or vehicle, but Tenant shall be in all respects responsible for compliance with all laws and regulations pertaining to such fuel oil, greases, solvents, etc. and the storing of such waste materials as a Hazardous Material and for the indemnification of Landlord and Landlord's representatives with respect thereto as further provided in this paragraph (a). Without limiting the foregoing, Tenant shall not conduct cause or permit the demised premises or any activity on the Premises that will use part thereof to be used to generate, manufacture, refine, produce or produce any process Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premisesnor shall Tenant cause or permit, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with any intentional or unintentional act or omission on the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations part of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises any permitted subtenants or contractors or other invitees, in each case, of Tenant, a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence release of Hazardous Materials in violation of or onto the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case demised premises. Tenant shall reimburse Landlord for comply with, and ensure compliance by any permitted subtenant or contractors or other invitees of Tenant with, all applicable federal, state and local laws, ordinances, rules and regulations relating to Hazardous Materials, by whomever triggered, and shall obtain and comply with, and ensure that all permitted subtenants or contractors or other invitees of Tenant comply with, any and all approvals, registrations or permits required thereunder. In addition, Tenant shall comply with and ensure compliance by all permitted subtenants or contractors or other invitees of Tenant with, all federal, state and local laws and regulations applicable to the reasonable cost thereof within ten (10) days after Landlord’s request therefordemised premises dealing with asbestos.
(b) In connection with FoldRx’s discontinuance Tenant hereby covenants and agrees that Tenant shall defend, indemnify, and hold harmless Landlord and Landlord's representatives from and against any claims, demands, penalties, fines, liabilities, settlements, damages, costs, or expenses of occupancy of the Premiseswhatever kind or nature, FoldRx has known or unknown, contingent or otherwise, including, without limitation, reasonable attorneys' and experts' fees, arising out of, or in any way related to (i) submitted to the Radiation Control Program presence, disposal, release, or threatened release of any Hazardous Materials on, in or from the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and demised premises, (ii) obtained any personal injury (including, without limitation, wrongful death) or property damage (real or personal) arising out of or related to such Hazardous Materials; (iii) any lawsuit brought or threatened, settlement reached, or government order relating to such Hazardous Materials, and/or (iv) any violation of laws, orders, regulations, requirements or demands of governmental authorities, which are based upon or in any way related to such Hazardous Materials, including, without limitation, attorney and expert fees, investigation and laboratory fees, court costs, and litigation expenses. The foregoing covenant by Tenant to indemnify and hold harmless Landlord and its representatives shall not apply if Tenant establishes that neither it nor its invitees, contractors or permitted sublessees introduced or caused the presence, disposal, release or threatened release of such Hazardous Materials on, in or from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Leasedemised premises.
(c) Landlord represents to Tenant that Landlord has not received For the purpose of this Section 20.01, the term "Hazardous Materials" shall mean (i) any written noticesolid or liquid wastes (including hazardous wastes), demandhazardous air pollutants, claimhazardous substances (including asbestos, citationpolychlorinated biphenyls and petroleum), complainthazardous chemical substances and mixtures, request for information or similar communication with respect to toxic substances, pollutants and contaminants, as such terms are defined in the existence National Environmental Policy Act (42 U.S.C. Section 4231 et seq.), the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended by the Superfund Amendments and Reauthorization Act of 1986 ("CERCLA"), the Resource Conservation and Recovery Act (42 U.S.C. Section 6901 et seq.), as amended by the Hazardous and Solid Waste Amendments of 1984, the Hazardous Materials at Transportation Act, the Project Toxic Substances Control Act, the Clean Water Act (33 U.S.C. Section 1321 et seq.), the Clean Air Act, the Occupational Safety and Health Act (29 U.S.C. Section 651 et seq.), Article 30 of the New York State Labor Law, and/or in violation any regulations promulgated pursuant thereto, and/or in any other applicable federal, state or local law, rule, regulation or ordinance governing hazardous or toxic substances and (ii) any substance, water or material which has been determined by any federal, state or local government authority to be capable of posing a risk of injury to health, safety or property, including, but not limited to, all of those materials, wastes and substances designated as hazardous or toxic by the United States Environmental Laws. The parties acknowledge that Tenant will apply for a transfer Protection Agency, the United States Department of its existing 2012 Flammable Materials Permit from Labor, the City United States Department of Cambridge Fire Department for application Transportation and/or any other federal, state or local governmental agency now or hereafter authorized to the Premises. Landlord will not take any action that would reduce the amount of flammable regulate materials that can be stored and substances in the Premises pursuant to such permitenvironment.
Appears in 1 contract
Hazardous Materials. Lessee shall not generate, store or use any "Hazardous Materials" (aas hereinafter defined) Tenant in or on the Leased Premises or elsewhere on the Property, nor permit any person to do so on the Leased Premises, except (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materialsthose customarily used in general offices, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will subject to prior written notice to Lessor before the commencement of use by Lessee, those customarily used in connection with any of the other Permitted Uses. All such generation, storage and use shall be done only in compliance with all Legal Requirements, Insurance Requirements and applicable industry standards. Lessee shall not use dispose of Hazardous Materials from the Leased Premises (or permit any person or entity to do so) to any other location except a properly licensed disposal facility and then only in any manner for compliance with all applicable Legal Requirements. Lessee shall not release or discharge, or permit the storage release or discharge by persons or entities claiming by, through or under Lessee, of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Leased Premises or elsewhere on the Property. Lessor shall not be liable to Lessee or to anyone claiming by, through or under Lessee, or to any other person or entity or governmental authority whatsoever, in connection with the storage, generation, use, disposal, transport, or release of Hazardous Materials by Lessee, or anyone claiming by, through or under Lessee, or any of their respective officers, directors, servants, employees, agents, contractors, or invitees, whether or not such activities have been consented to by Lessor. Lessee shall not be liable to Lessor or to anyone claiming by, through or under Lessor, or to any other person or entity or governmental authority whatsoever, in connection with the storage, generation, use, disposal, transport, or release of Hazardous Materials by Lessor, or anyone claiming by, through or under Lessor (exclusive of Lessee and those persons identified in the immediately preceding sentence), or any of their respective officers, directors, servants, employees, agents, contractors, or invitees, whether or not such activities have been consented to by Lessee. Lessee shall defend with counsel reasonably acceptable to Lessor, and indemnify and hold harmless Lessor and the holder of any mortgage, and their respective officers, directors, servants, employees, and agents, from and against any claim, expense, liability, demand, obligation, action, proceeding or assertion of liability, and any damage, cost or loss (including, without limitation, attorneys' fees, consultant's fees, the cost of litigation, and any remediation and cleanup costs), arising from or relating to (i) the storage, generation, use, disposal, transport, or release of Hazardous Materials by Lessee, or anyone claiming by, through or under Lessee, or any of their respective officers, directors, servants, employees, agents, contractors or invitees, whether or not such activities have been consented to by Lessor, or (ii) the storage, generation, use, disposal, transport or release of Hazardous Materials in or on the Leased Premises or elsewhere at the Complex during the Lease Term, and in each case shall immediately discharge or cause to be discharged any lien imposed upon the Leased Premises in connection with any such claim. Lessee shall not settle or compromise any claim without Lessor's prior written approval. Lessor shall defend with counsel reasonably acceptable to Lessee, and indemnify and hold harmless Lessee and its officers, directors, servants, employees, and agents, from and against any claim, expense, liability, demand, obligation, action, proceeding or assertion of liability, and any damage, cost or loss (including, without limitation, attorneys' fees, consultant's fees, the cost of litigation, and any remediation and cleanup costs), arising from or relating to the presence of Hazardous Materials on or under the Property as of the date of this Lease, Tenant . Lessor shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ not settle or compromise any claim against Lessee without Lessee's prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforapproval.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Equallogic Inc)
Hazardous Materials. (a) Tenant (i) will not conduct any activity Except for the incidental use of certain products for routine cleaning and maintenance of floors, bathrooms, windows, kitchens, and administrative offices on the Premises or Project, which products have been disclosed by Tenant to Landlord in the Environmental Questionnaire (as defined below), Tenant hereby represents, warrants and covenants that Tenant will use not produce, use, store or produce generate any "Hazardous Materials" (as defined below) on, under or about the Premises and/or Project. Tenant has fully and accurately completed Landlord's Pre-Leasing Environmental Exposure Questionnaire ("Environmental Questionnaire") attached hereto as Exhibit "C" incorporated herein by reference. If Tenant's Environmental Questionnaire indicates that Tenant will be utilizing Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant addition to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend other rights and hold remedies Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of may have under this Lease, including, without limitation, declaring a default hereunder by Tenant shall remove all for breach of representation, Landlord may require Tenant to execute an amendment to this Lease relating to such Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right 's failure to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting execute any such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof amendment within ten (10) days after of Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted 's delivery thereof to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts Tenant shall constitute a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to default hereunder by Tenant. Tenant shall not cause or permit any Hazardous Material to be responsible for brought upon, placed, stored, manufactured, generated, blended, handled, recycled, disposed of, used or released on, in, under or about the removal Premises and/or Project by Tenant or Tenant's Parties. Tenant shall not excavate, disturb or conduct any testing of any soils on or about the Project without obtaining Landlord's prior written consent, and any investigation or remediation on or about the Project shall be conducted only by a consultant approved in writing by Landlord and pursuant to a work letter approved in writing by Landlord. Tenant shall keep, operate and maintain the Premises in full compliance with all federal, state and local environmental, health and/or safety laws, ordinances, rules, regulations, codes, orders, directives, guidelines, permits or permit conditions currently existing and as amended, enacted, issued or adopted in the future which are applicable to the Premises (collectively, "Environmental Laws"). Landlord shall have the right (but not the obligation) to enter upon the Premises and cure any non-compliance by Tenant with the terms of this Paragraph 3.2 or any Environmental Laws or any release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the Premises or Project. regardless of the quantity of any radioactive material such release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on or about the Premises or Project, the full cost of which shall be deemed to be Rent and shall be due and payable by Tenant to Landlord immediately upon demand. If Landlord elects to enter upon the Premises and cure any such non-compliance or release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the Premises or Project, Tenant shall not be entitled to participate in or Landlord's activities on the Premises as Premises. If any information provided to Landlord by Tenant in the Environmental Questionnaire, or otherwise relating to information concerning Hazardous Materials is false, incomplete, or misleading in any material respect, the same shall be deemed an event of the date default by Tenant under this Lease. Without limiting in any way Tenant's obligations under any other provision of this Lease.
, Tenant and its successors and assigns shall indemnify, protect, defend and hold Landlord, its affiliates, subsidiary and parent entities, and their respective partners, officers, directors, shareholders, employees, agents, lenders, contractors and each of their respective successors and assigns (ccollectively, the "Indemnified Parties") Landlord represents to Tenant that Landlord has not received harmless from any written noticeand all claims, demandjudgments, claimdamages, citationpenalties, complaintenforcement actions, request taxes, fines, remedial actions, liabilities, losses, costs and expenses (including, without limitation, actual attorneys' fees, litigation, arbitration and administrative proceeding costs, expert and consultant fees and laboratory costs) including, without limitation, damages arising out of the diminution in the value of the Premises or Project or any portion thereof, damages for information the loss of the Premises or similar communication with respect to Project, damages arising from any adverse impact on the existence marketing of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored space in the Premises pursuant or Project, and sums paid in settlement of claims, which arise during or after the Term in whole or in part as a result of the presence or suspected presence of any Hazardous Materials, in, on, under, from or about the Premises or the Project and/or other adjacent properties due to such permitTenant's or Tenant's Parties' activities, or failures to act (including, without limitation, Tenant's failure to report any spill or release to the appropriate regulatory agencies), on or about the Premises or Project.
Appears in 1 contract
Sources: Standard Industrial Lease Agreement (Jill Kelly Productions Holding, Inc.)
Hazardous Materials. Tenant covenants and agrees that it shall not cause or permit any Hazardous Material (aas defined below) Tenant to be brought upon, kept, or used in or about the Premises or Building by Tenant, its agents, employees, contractors or invitees. The foregoing covenant shall not extend to substances typically found or used in general administrative office applications so long as (i) will such substances and any equipment which generates such substances are maintained only in such quantities as are reasonably necessary for Tenant's operations in the Premises, (ii) such substances are used strictly in accordance with the manufacturers' instructions therefor, (iii) such substances are not disposed of in or about the Building in a manner which would constitute a release or discharge thereof, and (iv) all such substances and any equipment which generates such substances are removed from the Building by Tenant upon the expiration or earlier termination of this Lease. Any use, storage, generation, disposal, release or discharge by Tenant of Hazardous Materials in or about the Building as is permitted pursuant to this Section shall be carried out in compliance with all applicable federal, state and local laws, ordinances, rules and regulations. Moreover, no Hazardous Materials resulting from any operations by Tenant shall be stored or maintained by Tenant in or about the Building for more than ninety (90) days prior to removal by Tenant. Tenant shall, annually within thirty (30) days after Tenant's receipt of Landlord's written request therefor, provide to Landlord a written list identifying any Hazardous Materials then maintained by Tenant in the Building, the use of each such Hazardous Material and the approximate quantity of each such Hazardous Material so maintained by Tenant, together with written certification by Tenant stating, in substance, that neither Tenant nor any person for whom Tenant is responsible has released or discharged any Hazardous Materials in or about the Building. In the event that Tenant proposes to conduct any activity on use or to operate any equipment which will or may utilize or generate a Hazardous Material other than as specified in the first paragraph of this subsection, Tenant shall first in writing submit such use or equipment to Landlord for approval, which approval may be granted or withheld in Landlord's sole discretion. No approval by Landlord shall relieve Tenant of any obligation of Tenant pursuant to this subsection, including the removal, clean-up and indemnification obligations imposed upon Tenant by this subsection. Tenant shall, within five (5) days after receipt thereof, furnish to Landlord copies of all notices or other communications received by Tenant with respect to any actual or alleged release or discharge of any Hazardous Material in or about the Premises or the Building and shall, whether or not Tenant receives any such notice or communication, notify Landlord in writing of any discharge or release of Hazardous Material by Tenant or anyone for whom Tenant is responsible in or about the Premises or the Building. In the event that will Tenant is required to maintain any Hazardous Materials license or permit in connection with any use conducted by Tenant or produce any equipment operated by Tenant in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof shall be furnished to Landlord within five (5) days after receipt thereof by Tenant. Compliance by Tenant with the two immediately preceding sentences shall not relieve Tenant of any other obligation of Tenant pursuant to this subsection. Upon any violation of the foregoing covenants, Tenant shall be obligated, at Tenant's sole cost, to clean-up and remove from the Building all Hazardous Materials introduced into the Building by Tenant or any person or entity for whom Tenant is responsible. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction. All such clean-up and removal activities of Tenant shall, in each instance, be conducted to the satisfaction of Landlord and all governmental authorities having jurisdiction. Landlord's right of entry pursuant to Article 16 above shall include the right to enter and inspect the Premises for violations of Tenant's covenants herein. Notwithstanding and in addition to the provisions of Article 14 above, Tenant shall indemnify, defend and hold harmless Landlord and Landlord's Related Parties from and against any and all claims, liabilities, losses, actions, costs and expenses (including attorneys' fees and costs of defense) incurred by such indemnified persons, or any of them, as the result of (i) the introduction into or about the Building by Tenant or anyone for whom Tenant is responsible of any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premisesusage, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought storage, maintenance, generation, disposition or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises disposal by Tenant or its Invitees anyone for whom Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence is responsible of Hazardous Materials in or about the Building, (iii) the discharge or release in or about the Building by Tenant or anyone for whom Tenant is responsible of any Hazardous Materials, (iv) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Tenant or anyone for whom Tenant is responsible of Hazardous Materials in or about the Building, and (v) any failure of Tenant or anyone for whom Tenant is responsible to observe the foregoing covenants of this subsection. Upon any violation of the above provisions of this Section or that Tenant has foregoing covenants, Landlord shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not complied with limited to those set forth in Article 21 above. Without limiting the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy generality of the Premisesforegoing, FoldRx has Tenant expressly agrees that upon any such violation Landlord may, at its option, (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and immediately terminate this Lease or (ii) obtained from the Radiation Control Program continue this Lease in effect until compliance by Tenant with its clean- up and removal covenant notwithstanding any earlier expiration date of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date term of this Lease.
(c) . No action by Landlord represents to hereunder shall impair the obligations of Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitthis subsection.
Appears in 1 contract
Sources: Office Lease (Intek Information Inc)
Hazardous Materials. In addition and without limitation to the terms ------------------- and conditions of Sections 6.1 through 6.4, above, Tenant covenants and agrees that it shall not cause or permit any Hazardous Material (aas defined below) Tenant to be brought upon, kept, or used in or about the Premises or Building by Tenant, its agents, employees, contractors or invitees. The foregoing covenant shall not extend to substances typically found or used in Tenant's general office, manufacturing and/or warehouse applications so long as (i) such substances and any equipment which generates such substances are maintained only in such quantities as are reasonably necessary for Tenant's operations in the Premises, (ii) such substances are used strictly in accordance with the manufacturers' instructions therefor, (iii) such substances are not disposed of in or about the Building in a manner which would constitute a release or discharge thereof, and (iv) all such substances and any equipment which generates such substances are removed from the Building by Tenant upon the expiration or earlier termination of this Lease. Any use, storage, generation, disposal, release or discharge by Tenant of Hazardous Materials in or about the Building as is permitted pursuant to this Paragraph shall be carried out in compliance in all material respects with all applicable federal, state and local laws, ordinances, rules and regulations. Tenant shall, annually within thirty (30) days after Tenant's receipt of Landlord's written request therefor, provide to Landlord a written certification by Tenant stating, in substance, that neither Tenant nor, to the best of its knowledge, any person for whom Tenant is responsible has released or discharged any Hazardous Materials in or about the Building other than in compliance with all applicable federal, state and local laws, ordinances, rules and regulations. In the event that Tenant proposes to conduct any use or to operate any equipment which will or may utilize or generate a Hazardous Material other than as specified in the first paragraph of this subsection 6.5, Tenant shall first in writing submit such use or equipment to Landlord for approval, which approval will not conduct be unreasonably withheld. No approval by Landlord shall relieve Tenant of any activity on obligation of Tenant pursuant to this subsection, including the removal, clean-up and indemnification obligations imposed upon Tenant by this subsection. Tenant shall, within five (5) days after receipt thereof, furnish to Landlord copies of all notices or other communications received by Tenant with respect to any actual or alleged release or discharge of any Hazardous Material in or about the Premises or the Building and shall, whether or not Tenant receives any such notice or communication, notify Landlord in writing of any reportable discharge or release of Hazardous Material by Tenant or anyone for whom Tenant is responsible in or about the Premises or the Building. In the event that will Tenant is required to maintain any Hazardous Materials license or permit in connection with any use conducted by Tenant or produce any equipment operated by Tenant in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof shall be furnished to Landlord within five (5) days after receipt thereof by Tenant. Compliance by Tenant with the two immediately preceding sentences shall not relieve Tenant of any other obligation of Tenant pursuant to this subsection. Upon any violation of the foregoing covenants, Tenant shall be obligated, at Tenant's sole cost, to clean-up the subject released or discharged Hazardous Materials introduced into the Building by Tenant or any person or entity for whom Tenant is responsible. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction. All such clean-up and removal activities of Tenant shall, in each instance, be conducted to the reasonable satisfaction of Landlord and the satisfaction of all governmental authorities having jurisdiction. Landlord's right of entry pursuant to Article 16 above shall include the right to enter and inspect the Premises for violations of Tenant's covenants herein. Tenant shall indemnify, defend and hold harmless Landlord and Landlord's Related Parties from and against any and all claims, liabilities, losses, actions, costs and expenses (including attorney's fees and costs of defense) incurred by such indemnified persons, or any of them, as the result of (i) the introduction into or about the Building by Tenant or anyone for whom Tenant is responsible of any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premisesusage, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought storage, maintenance, generation, disposition or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises disposal by Tenant or its Invitees anyone for whom Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence is responsible of Hazardous Materials in violation or about the Building, (iii) the discharge or release in or about the Building by Tenant or anyone for whom Tenant is responsible of the above provisions any Hazardous Materials, (iv) any injury to or death of this Section persons or that Tenant has not complied with the requirements damage to or destruction of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained property resulting from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19use, 2011 terminating License No 55-0558 (collectivelyintroduction, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. maintenance, storage, generation, disposal, disposition, release or discharge by Tenant shall not be or anyone for whom Tenant is responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials in or about the Building, and (v) any failure of Tenant or anyone for whom Tenant is responsible to observe the foregoing covenants of this subsection. Upon Tenant's failure to clean up any subject released or discharged Hazardous Materials, Landlord shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not limited to those specifically set forth in this Lease. Without limiting the generality of the foregoing, Tenant expressly agrees that upon any such violation Landlord may, at its option, immediately terminate this Lease. No action by Landlord hereunder shall impair the Project in violation obligations of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitthis subsection.
Appears in 1 contract
Sources: Lease Agreement (Am General Corp)
Hazardous Materials. Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Material upon or about the Property, nor permit Tenant's employees, agents, contractors, and other occupants of the Premises to engage in such activities upon or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily used in offices (or such other business or activity expressly permitted to be undertaken in the Premises under Article 6), provided: (a) such substances shall be used and maintained only in such quantities as are reasonably necessary for such permitted use of the Premises, strictly in accordance with applicable Law and the manufacturers' instructions therefor, (b) such substances shall not be disposed of, released or discharged on the Property, and shall be transported to and from the Premises, and the Parking Space, in compliance with all applicable Laws, and as Landlord shall reasonably require, (c) if any applicable Law or Landlord's trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant's expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage of such substances in the Premises, and the Parking Space, and (d) any remaining such substances shall be completely, properly and lawfully removed from the Property upon expiration or earlier termination of this Lease. Tenant shall promptly after becoming aware of same notify Landlord of: (i) will not conduct any activity enforcement, cleanup or other regulatory action taken or threatened by any governmental or regulatory authority with respect to the presence of any Hazardous Material on the Premises that will use Premises, or produce any Hazardous Materialsthe Parking Space or the migration thereof from or to other property, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use any demands or claims made or threatened by any party against Tenant, the Premises in or the Parking Space relating to any manner for the storage loss or injury resulting from any Hazardous Material, (iii) any release, discharge or nonroutine, improper or unlawful disposal or transportation of any Hazardous Materials except for storage of such materials that are both (1) used in Material on or from the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; Premises or the Parking Space, and (iv) will not permit any matters where Tenant is required by Law to give a notice to any governmental or regulatory authority respecting any Hazardous Materials on the Premises or the Parking Space. Landlord shall have the right (but not the obligation) to be brought onto join and participate, as a party, in any legal proceedings or actions affecting the Premises, except or the Parking Space, initiated in connection with any environmental, health or safety Law. At such times as Landlord may reasonably request, Tenant shall provide Landlord with a written list identifying any Hazardous Material then used, stored, or maintained upon the ordinary course Premises and the Parking Space of Tenant’s business the Building, the use and in compliance with all Environmental Lawsapproximate quantity of each such material, a copy of any material safety data sheet ("MSDS") issued by the manufacturer therefor, written information concerning the removal, transportation and disposal of the same, and such other information as Landlord may reasonably require or as may be required by Law. The term "HAZARDOUS MATERIAL" for purposes hereof shall mean any chemical, substance, material or waste or component thereof which is now or hereafter listed, defined or regulated as a hazardous or toxic chemical, substance, material or waste or component thereof by any federal, state or local governing or regulatory body having jurisdiction, or which would trigger any employee or community "right-to-know" requirements adopted by any such body, or for which any such body has adopted any requirements for the preparation or distribution of an MSDS. If any Hazardous Materials are brought Material is released, discharged or found disposed of by Tenant or any other occupant of the Premises, or their employees, agents or contractors, on or about the Premises Property in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend immediately, properly and hold Landlord harmless in compliance with applicable Laws clean up and remove the Hazardous Material from all claimsthe Property and any other affected property and clean or replace any affected personal property (whether or not owned by Landlord), demands, actions, liabilities, costs, expenses, damages at Tenant's expense. Such clean up and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet removal work shall be subject to Landlord's prior written approval (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materialsexcept in emergencies), and shall deliver such list include, without limitation, any testing, investigation, and MSDS copies the preparation and implementation of any remedial action plan required by any governmental body having jurisdiction or reasonably required by Landlord. If Tenant shall fail to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on comply with the Premises as of the date provisions of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least Article within five (5) business days’ prior days after written notice by Landlord, or such shorter time as may be required by Law or in order to minimize any hazard to Persons or property, Landlord may (but shall not be obligated to) arrange for such compliance directly or as Tenant's agent through contractors or other parties selected by Landlord, at Tenant's expense (without limiting Landlord's other remedies under this Lease or applicable Law). If any Hazardous Material is released, discharged or disposed of on or about the Property and such release, discharge or disposal is not caused by Tenant (or a shorter period other occupants of prior written notice the Premises, or their employees, agents or contractors, such release, discharge or disposal shall be deemed casualty damage under Article 10 to the extent that the Premises, the Parking Space, or common areas serving the Premises are affected thereby; in such case, Landlord and Tenant shall have the obligations and rights respecting such casualty damage provided under Article 10. Landlord represents and warrants that, to the best of Landlord's knowledge, the Property is free of Hazardous Material, provided, however, this representation and warranty shall not be construed to mean that Hazardous Materials which are commonly used in the case operation and maintenance of emergencies)newly constructed office buildings (including, enter without limitation, cleaning materials and lubricants) are not present at the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Property. Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal promptly notify Tenant of the presence of Hazardous Materials in violation or about the Property if the presence of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted such Hazardous Materials presents a risk to the Radiation Control Program health or property of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19Tenant or Tenant's employees, 2011 terminating License No 55-0558 (collectivelyagents, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal contractors or remediation of any radioactive material in or on the Premises as of the date of this Leaseinvitees.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Office Lease (Participate Com Inc)
Hazardous Materials. Tenant and its employees, agents and contractors shall not store, handle, treat, dispose of, discharge, or produce Waste in the Building. ''Waste'' is defined as (a) any ''hazardous waste'' as defined by the Resource Conservation and Recovery Act of 1976, as amended from time to time, and regulations promulgated thereunder; (b) any ''hazardous substance'' as defined by the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, and regulations promulgated thereunder; (c) any oil, petroleum products, and their derivatives and by-products; (d) any substance that is toxic, ignitable, reactive or corrosive; and (e) any waste, substance, product or material which is either regulated or monitored by any federal, state, or local law, ordinance, or governmental authority, or whose use, storage, handling, treatment, disposal, discharge, or production is likewise regulated or monitored. Notwithstanding anything to the contrary contained in this subsection, Landlord acknowledges that Tenant will, from time to time, keep upon the Premises certain products and materials used in the lawful conduct of Tenant's business therein which would technically constitute a violation of the terms of this subsection, and Landlord agrees that, with regard to such products and materials, Tenant shall not be in violation hereof so long as such products and materials are (i) will not conduct any activity on used at all times for the Premises that will use or produce any Hazardous Materials, except purposes for such activities that which and in the manner in which they are both (1) part of the ordinary course of Tenant’s business activities intended to be used by their respective manufacturers and (2) conducted in accordance with all Environmental Laws; federal, state and local laws or regulations applicable thereto, (ii) will not use kept upon the Premises in any manner greater quantities than necessary for the storage normal conduct of any Hazardous Materials except for storage Tenant's business or than permitted by applicable laws and regulations and (iii) used and disposed of such by Tenant's employees and agents in a lawful manner evidencing reasonable care under the circumstances, given the toxicity thereof. Notwithstanding the foregoing, Lessee shall be entitled to maintain hazardous materials that on the premises provided they are both (1) being used in the ordinary course lawful conduct of Tenant’s Lessee's business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance accordance with all Environmental Lawsapplicable federal, state or municipal laws or regulations and not kept in greater quantities than reasonably necessary. If any Hazardous Materials are brought Tenant hereby agrees that it shall be fully liable for all costs and expenses related to the use, storage and disposal of all Waste stored, handled, treated, disposed of, discharged or found produced on the Premises in or anywhere on the Property by the Tenant or its employees, agents or contractors, and Tenant shall give immediate notice to Landlord of any violation or potential violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental LawsSection of which Tenant has knowledge. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend defend, indemnify and hold harmless Landlord harmless and its agents, partners, officers and employees from and against any and all claims, demands, actionspenalties, fines, liabilities, costssettlements, damages, costs or expenses (including, without limitation, reasonable attorney's and consultants' fees, court costs and litigation expenses) of whatever kind or nature, damages and obligations known or unknown, contingent or otherwise, allegedly or actually arising out of or in any way related to (a) the presence, disposal, handling, release or threatened release of any nature Waste by Tenant or its employees, agents or contractors, anywhere upon the Property affecting soil, water, vegetation, buildings, personal property, persons, animals, or otherwise; (b) any personal injury (including wrongful death) or property damage (real or personal) arising from out of or relating to that Waste; (c) any lawsuit brought or threatened, settlement reached or government order relating to that Waste; or (d) any violation of any laws applicable thereto or arising therefrom. This indemnification includes, without limitation, any and all costs incurred because of any investigation of the Property or any portion therof, or any clean-up, removal or restoration required by Landlord due to a breach of the subsection above, or mandated by a federal, state or local agency or political subdivision as a result of the use such breach. Without limitation of the Premises by forgoing, if Tenant causes or its Invitees Tenant will maintain permits the presence of Waste on the Premises under any circumstances, whether or not such presence constitutes a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies breach of the MSDS’s for such materialssubsection above, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed presence results in or on the Premises as of the date of this Leasecontamination anywhere, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord maypromptly, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s its sole expense, unless they reveal take any and all necessary actions to return the Premises, the Property and any other contaminated property to the condition existing prior to the presence of Hazardous Materials such Waste; provided, however, that Tenant shall first obtain Landlord's written approval of any such remedial action, the contractors retained in violation connection therewith and the form of the above contract (and all subcontracts) entered into to effect such remediation. The provisions of this Section or subsection shall be in addition to any other obligations and liabilities that Tenant has not complied with may have to Landlord at law or equity and shall survive the requirements of this Section, in which case Tenant transactions contemplated herein and shall reimburse Landlord for survive the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy expiration or earlier termination of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date Term of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Dataram Corp)
Hazardous Materials. Tenant shall not cause or knowingly permit, or allow any of the Tenant Related Parties to cause or knowingly permit, the introduction, placement, use, storage, manufacture, transportation, release or disposition (acollectively “Release”) of any Hazardous Material(s) (defined below) on or about any portion of the Project without the prior written consent of Landlord, which consent may be withheld in the sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that discretion Notwithstanding the immediately preceding sentence to the contrary, Tenant may (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part de minimis quantities of the ordinary course types of Tenant’s business activities and (2) conducted materials which are technically classified as Hazardous Materials but commonly used in accordance with all Environmental Laws; domestic or office use to the extent not in an amount, which, either individually or cumulatively, would be a “reportable quantity” under any applicable Law and/or (ii) will not use in the Premises in any manner for the storage of any such Hazardous Materials except for storage commonly used in connection with any of the Permitted Uses so long as such use of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and is in compliance with all Environmental applicable Laws. If any Hazardous Materials are brought or found on Tenant covenants that, at its sole cost and expense, Tenant will comply, and cause its agents, employees, contractors, sublessees, licensees and invitees to comply, with all applicable Laws with respect to the Premises in violation of the above provisions of this Section, the same shall be immediately removed Release by Tenant, with proper disposalits agents, employees, contractors, sublessees, licensees or invitees of such Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord’s prior consent, which may be withheld in Landlord’s sole and absolute discretion, and all required cleanup procedures shall be diligently undertaken pursuant require an amendment to all Environmental Laws. If at any time during or after the Lease Term in the Premises are found event Landlord does consent which shall set forth the materials, scope of use, indemnification and any other matter required by Landlord in Landlord’s sole and absolute discretion. Notwithstanding anything contrary contained in Paragraph 8.4 of this Lease, to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsgreatest extent permitted by Law, Tenant shall indemnify, defend and hold Landlord and Landlord’s agents, members, managers, property manager and lenders harmless from and against any and all claims, demandslosses, damages, liabilities, actions, causes of action, clean up and remediation costs, penalties, liens, costs and/or expenses arising in connection with the Release of Hazardous Materials by Tenant, any Tenant Related Parties or any other person using the Premises with Tenant’s knowledge and consent or authorization; provided, however, in no event shall the foregoing be construed as requiring Tenant to indemnify, defend, protect or hold harmless the Landlord for any claims, losses, damages, liabilities, actions, causes of action, clean up and remediation costs, penalties, liens, costs and/or expenses to the extent caused by the gross negligence or willful misconduct of Landlord or its employees, contractors or agents. Tenant’s obligation to defend, hold harmless and indemnify pursuant to this Paragraph 6.4 shall survive Lease Termination. The foregoing indemnity, defense and hold harmless obligation shall not apply to, and Tenant shall not be responsible for the presence of Hazardous Materials on, above, under, or about or in the vicinity of or affecting the Premises, Building, Common Area, Project or the Land, or any portion thereof, or the soils, or surface thereof, or groundwater thereunder, or the atmosphere above, to the extent (i) existing prior to the Delivery Date or (ii) released or otherwise introduced by any persons or entities other than Tenant or Tenant Related Parties (including, without limitation, Landlord and any of the Landlord Related Parties) or any other person using the Premises with Tenant’s knowledge, consent or authorization unless and to the extent such Hazardous Materials are exacerbated by the acts of Tenant or any Tenant Related Parties or any other person using the Premises with Tenant’s knowledge, consent or authorization. Notwithstanding the foregoing or anything to the contrary contained in this Lease, under no circumstance shall Tenant be liable for any losses, costs, expensesclaims, liabilities or damages (including attorneys’ and obligations consultants’ fees) of any nature type or nature, directly or indirectly arising from out of or as a result in connection with any Hazardous Materials present at any time on, in, under or about the Premises, the Building or the Project, or the soils, surface water or groundwater thereof, or the violation of any environmental laws, except to the extent that any of the use foregoing actually results from the Release of the Premises Hazardous Materials, or exacerbated of then existing Hazardous Materials, by Tenant or its Invitees any Tenant will maintain on Related Party or any other person using the Premises a list with Tenant’s knowledge, consent of all materials stored at authorization. As used in this Lease, the Premises for term “Hazardous Materials” means any chemical, substance, waste or material which a material safety data sheet has been or is hereafter determined by any federal, state or local governmental authority to be capable of posing risk of injury to health or safety, including without limitation, those substances included within the definitions of “hazardous substances,” “hazardous materials,” “toxic substances,” or “solid waste” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, the Resource Conservation and Recovery Act of 1976, and the Hazardous Materials Transportation Act, as amended, and in the regulations promulgated pursuant to said laws; those substances defined as “hazardous wastes” in section 25117 of the California Health & Safety Code, or as “hazardous substances” in section 25316 of the California Health & Safety Code, as amended, and in the regulations promulgated pursuant to said laws; those substances listed in the United States Department of Transportation Table (an “MSDS”49 CFR 172.101 and amendments thereto) was issued or designated by the producers Environmental Protection Agency (or manufacturers thereofany successor agency) as hazardous substances (see, together with copies e.g., 40 CFR Part 302 and amendments thereto); such other substances, materials and wastes which are or become regulated or become classified as hazardous or toxic under any Laws, including without limitation the California Health & Safety Code, Division 20, and Title 26 of the MSDS’s for such California Code of Regulations; and any material, waste or substance which is (i) petroleum, (ii) asbestos, (iii) polychlorinated biphenyls, (iv) designated as a “hazardous substance” pursuant to section 311 of the Clean Water Act of 1977, 33 U.S.C. sections 1251 et seq. (33 U.S.C. § 1321) or listed pursuant to section 307 of the Clean Water Act of 1977 (33 U.S.C. § 1317), as amended; (v) flammable explosives; (vi) radioactive materials; or (vii) radon gas. Landlord has delivered or made available to Tenant the environmental reports identified on Exhibit H attached hereto (the “Environmental Reports”). Landlord hereby represents to Tenant as of the date of execution of this Lease, and shall deliver such list and MSDS copies that, to Landlord upon the current actual knowledge of Landlord’s request therefor. Except for , except as otherwise set forth in any of the environmental reports identified on Exhibit H and/or disclosed to Tenant in writing, there are no Hazardous Materials that existed in, on or under the Premises, Building or Common Area in or on violation of applicable environmental laws. For purposes of the Premises immediately preceding sentence, the phrase “to the current actual knowledge of Landlord” shall mean the current, actual knowledge of (i) ▇▇▇▇ ▇▇▇▇▇▇ (who, as of the date of this Lease, has an indirect ownership interest in the Project and in South Bay Development Company, the current property manager for the Project and is an Executive Vice-President of South Bay Development Company), as of the date of execution of this Lease by Landlord, (ii) ▇▇▇▇▇ ▇▇▇▇▇▇ (who, as of the date of this Lease has an indirect ownership interest in the Project and is an Executive Vice-President of South Bay Development Company) as of the date of execution of this Lease by Landlord, and (iii) the Managing Member of Landlord, without any investigation or duty of inquiry, and without any knowledge of any other person being imputed to ▇▇▇▇ ▇▇▇▇▇▇ or the Managing Member. Neither Landlord, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ nor the Managing Member) shall be charged with constructive, inquiry, imputed or deemed knowledge. In the event of any breach of any representation or warranty of Landlord set forth herein, Tenant agrees that ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and the Managing Member(s) shall remove all Hazardous Materials from not be personally liable for any damages, losses, liabilities, claims, costs or expenses suffered or incurred by Buyer in connection with such breach of such representation or warranty. This warranty shall not limit or modify any liability or obligation of Landlord under this Lease or under the Premises Law. Landlord hereby discloses to Tenant that a vapor barrier exists under the Building. Tenant hereby agrees that it shall not alter or modify or cut into, or permit and of the Tenant Parties to alter, modify or cut into, the vapor barrier without Landlord’s approval (which may be given or withheld in Landlord’s sole and absolute discretion). Tenant hereby discloses to Landlord that lab improvements to be constructed or installed, or caused to be constructed or installed, by Tenant on the first floor of the Building as part of Tenant’s Initial Improvements will require penetration of the slab of the Building. Landlord approves of such penetration(s) of the slab, provided such penetrations are shown on plans to be submitted by Tenant to Landlord for submittal to ▇▇▇▇▇▇ Associates Inc. and approved by ▇▇▇▇▇▇ Associates Inc. and then such penetrations are undertaken in accordance with such approved plans and that certain Appendix D Construction Quality Assurance Plan for the applicable standard required Vapor Barrier Sub-slab Vapor Intrusion Protection Systems Syntax Court Disposal Site at 237 @ First Street Development Project – Parcel 1 San Jose, California, dated February 2015, submitted by the Environmental Laws for premises with a laboratory use before the earlier ▇▇▇▇▇▇ Associates Inc.. Following completion of such lab improvements requiring penetration of the date Building slab, Tenant vacates shall cause the slab to be placed back to its condition existing prior to the construction or installation of such lab improvements (ordinary wear and tear excepted) and to be certified by ▇▇▇▇▇▇ Associates Inc. as being in its condition existing immediately prior to the construction or installation of such lab improvements (ordinary wear and tear excepted). Landlord shall have the right, upon reasonable advance notice to Tenant, to inspect, investigate, sample and/or monitor the Premises, the Building, Common Area and/or any other part of the Project, including any soil, water, groundwater, or other sampling, to the extent reasonably necessary to determine whether Tenant and/or the Tenant Related Parties are complying with the terms of this Lease with respect to Hazardous Materials. In connection therewith, Tenant shall provide Landlord with reasonable access to all portions of the Premises and (other than the date Tenant’s right to possess the Premises ends. Landlord maySecured Areas as described in Paragraph 18 below); provided, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies)however, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize not unreasonably interfere with the interference with operation of Tenant’s businessbusiness on the Premises. In the event that such inspections, which may include conducting investigations, sampling and/or monitoring reasonably indicate that Tenant or any Tenant Related Parties has violated any of its covenants or agreements set forth in this Paragraph 6.4, then all costs reasonably incurred by Landlord in performing such inspections and tests after normal business hours if required inspections, investigation, sampling and/or monitoring with respect to any actual violations of this Lease by Tenant. Such inspections and tests Tenant or any Tenant Related Parties shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that reimbursed by Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse to Landlord for the reasonable cost thereof as Additional Rent within ten (10) days after Landlord’s request therefordemand for payment.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Rambus Inc)
Hazardous Materials. (a) Tenant (i) will not Lessee shall operate and maintain the CREZ Assets and conduct all of its other activities in respect thereof in compliance in all material respects with any activity on Environmental Laws and other Applicable Laws relating to air, water, land and the Premises that will use generation, storage, use, handling, transportation, treatment or produce any disposal of Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage . Lessee shall promptly notify Lessor of any Hazardous Materials except for storage of such materials violation that are both (1) used in is a Lessor Material Matter. To the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks extent Lessee becomes aware of any type; and environmental, health, safety or security matter that requires a corrective action, Lessee shall (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance consultation with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice Lessor in the case of emergencies)any Lessor Material Matter) undertake and complete such corrective action. Lessee shall have the obligation to report any such violations to the appropriate Regulatory Authorities in accordance with Applicable Law and, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time if practicable, shall give notice thereof to time, provided that Landlord shall use reasonable efforts Lessor prior to minimize the interference making such report with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforrespect to any Lessor Material Matter.
(b) In connection with FoldRx’s discontinuance of occupancy Without limiting the generality of the Premisesforegoing, FoldRx has Lessee shall not (i) submitted to place or locate any underground tanks on the Radiation Control Program of property underlying the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and CREZ Assets, (ii) obtained from the Radiation Control Program generate, manufacture, transport, produce, use, treat, store, release, dispose of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning or otherwise deposit Hazardous Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises CREZ Assets, the property underlying the CREZ Assets or any portion thereof other than as permitted by Environmental Laws that govern the same or are applicable thereto, (iii) permit any other substances, materials or conditions in, on or emanating from the CREZ Assets, the property underlying the CREZ Assets or any portion thereof which may support a claim or cause of action under any Applicable Law or (iv) undertake any action that would reasonably be expected to cause an unauthorized release of Hazardous Materials at the date of this Leaseproperty underlying the CREZ Assets.
(c) Landlord represents Lessee shall periodically, at intervals determined in its reasonable discretion in accordance with Good Utility Practice or as required by Applicable Law, at Lessee’s sole expense, conduct inspections of all components of the CREZ Assets to Tenant ensure compliance with Applicable Laws and with this Section 4.6, and shall promptly notify Lessor of the results of any such inspections. Lessor may, at Lessor’s expense, conduct its own testing at times determined in its reasonable discretion, and after reasonable consultation with Lessee, to ensure Lessee’s compliance with Applicable Laws and with this Section 4.6, provided, however, that Landlord has not received Lessor agrees to indemnify Lessee from and against any written notice, demand, claim, citation, complaint, request for information and all Claims suffered or similar communication incurred by Lessee and arising from Lessor’s testing in accordance with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitSection 12.2.
Appears in 1 contract
Sources: Lease Agreement (InfraREIT, Inc.)
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except Except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) general office supplies typically used in the ordinary course of Tenant’s business within office buildings, such as copier toner, liquid paper, glue, ink and common household cleaning materials (2some or all of which may constitute “Hazardous Materials” as defined in this Lease) properly stored which are used in a manner and location satisfying strict compliance with all Environmental Laws; (iii) will applicable environmental laws, Tenant agrees not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the Premises, except the Building, the Common Areas or any other portion of the Project by Tenant, its agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Notwithstanding the foregoing, Tenant shall have the right to use acetone in amounts reasonably necessary for the conduct of its business if and only if the acetone is used, treated, stored, handled, transported and disposed of in strict compliance with all environmental laws and such use does not expose the Premises, the Building or the soil, air or groundwater in or around the Premises to risk of contamination or expose Landlord to any liability therefor. Landlord shall have the right to review and inspect Tenant’s use, treatment, storage, handling, transportation and disposal of the acetone and Tenant’s records pertaining to the same. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant’s Parties. Except for ordinary and general office supplies typically used in the ordinary course of Tenant’s business within office buildings, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of which may constitute “Hazardous Materials” as defined in compliance with all Environmental Laws. If this Lease), Landlord agrees not to cause or permit any Hazardous Materials are to be brought upon, stored, used, handled, generated, released or found on disposed of on, in, under or about the Premises in violation Premises, the Building, the Common Areas or any other portion of the above provisions of this SectionProject by Landlord, its agents, employees, assignees, or s (collectively, “Landlord’s Parties”). To the same shall be immediately removed fullest extent permitted by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionslaw, Tenant shall agrees to promptly indemnify, protect, defend and hold harmless Landlord harmless and Landlord’s partners, officers, directors, employees, agents, successors and assigns (collectively, “Landlord Indemnified Parties”) from and against any and all claims, demandsdamages, actionsjudgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, expensessums paid in settlement of claims, damages attorneys’ fees, consultant fees and obligations of any nature arising expert fees and court costs) which arise or result from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section on, in, under or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of about the Premises, FoldRx has (i) submitted to the Radiation Control Program Building or any other portion of the Department Project and which are caused or permitted by Tenant or any of Public Health Tenant’s Parties (regardless of whether or not Landlord consented to Tenant’s use of such Hazardous Materials). To the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents fullest extent permitted by law, Landlord agrees to promptly indemnify, protect, defend and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19hold harmless Tenant and Tenant’s partners, 2011 terminating License No 55-0558 officers, directors, employees, agents, successors and assigns (collectively, “Tenant Indemnified Parties”) from and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys’ fees, consultant fees and expert fees and court costs) which arise or result from the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence presence of Hazardous Materials at on, in, under or about the Premises, the Building or any other portion of the Project in violation and which are caused or permitted by Landlord or any of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitLandlord’s Parties.
Appears in 1 contract
Sources: Office Building Lease (Monolithic System Technology Inc)
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous MaterialsNo Customer Personnel shall, except for such activities that are both (1) part of the ordinary course of Tenantwithout Supplier’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of prior written consent, Handle any Hazardous Materials except for storage upon, about, in, at, above or beneath the Customer Space or any portion of such materials the Facility; provided that, Customer (or its sublicensee) may, without Supplier’s consent, Handle Hazardous Materials that are both (1) customarily stored and used in the ordinary course conduct of Tenant’s business and the Permitted Use (2“Customary Hazardous Materials”) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto at the PremisesCustomer Space, except in the ordinary course of Tenant’s business and but only in compliance with all Environmental Lawsapplicable Laws and only in a manner consistent with prevailing industry standards. If any Hazardous Materials are brought become present in, on, under or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during about (or after the Lease Term the Premises are found to be so contaminated released from) the Customer Space or subject to such conditions the Facility as a result of Tenantant acts or omissions of ant Customer Personnel, Customer (or its sublicensee) shall take all actions (or at Supplier’s failure election, reimburse Supplier for taking all actions) necessary to comply with restore the foregoing provisionsFacility to the condition existing prior to the introduction of such Hazardous Materials (notwithstanding any less stringent standards or remediation allowable under applicable Laws).
(e) Overages in Critical Power. Customer’s (or its sublicensee’s) use of Critical Load Power in each Colocation Space shall not at any time exceed the Electrical Power Threshold for the applicable Colocation Space (as stated in the applicable Service Order). All equipment (belonging to Customer or otherwise) located within a Colocation Space shall be included in the calculation of Customer’s (or its sublicensee’s) use of Critical Load Power in such Colocation Space. Customer shall, Tenant shall defend and hold Landlord harmless from all claimsupon receipt of written notice, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of promptly cease the use of the Premises by Tenant any Customer Equipment or other personal property of Customer and its transferees that Supplier reasonably believes will cause (or is causing) Customer’s (or its Invitees Tenant will sublicensee’s) use of Critical Load Power in any portion of the Colocation Space to exceed the Electrical Power Threshold for such portion of the Colocation Space If Customer (or its sublicensee) shall fail to reduce its use of Critical Load Power in any portion of the Colocation Space to a level that complies with the terms of this Section 5.4(e) within twenty-four (24) hours after receiving such a notice from Supplier, Supplier shall have the right to disconnect power to the applicable circuit or circuits as required to reduce use of Critical Load Power in the applicable portion of the Colocation Space below the Electrical Power Threshold for such portion of the Colocation Space. (f) Maintenance. Customer (or its sublicensee) shall, at Customer’s sole cost and expense: (i) maintain on the Premises Customer Space and all Customer Equipment in a list clean, sightly, safe and good order and clean condition (and in at least as good order and clean condition as when Customer took possession), ordinary wear and tear excepted and (i) regularly remove all trash from the Customer Space. Customer (or its sublicensee) shall be responsible, for the maintenance and repair (and when necessary, replacement) of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies portions of the MSDS’s electrical systems and infrastructure serving the Colocation Space “downstream” of the output circuit breakers for such materialsthe Supplier provided PDUs serving the Colocation Space (including, without limitation, all RPPs, power distribution whips, receptacles and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises other installations), whether provided as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required Service Commencement Date by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises endsSupplier or otherwise. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergenciesg), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Master Colocation Services Agreement (Super Micro Computer, Inc.)
Hazardous Materials. (A) Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any "Hazardous Material" (as defined below) upon or about the Property, or permit Tenant's employees, agents, contractors and other occupants of the Premises to engage in such activities upon or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily used in offices (or such other business or activity expressly permitted to be undertaken in the Premises under Article 7), provided: (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except such substances shall be used and maintained only in such quantities as are reasonably necessary for such activities that are both (1) part permitted use of the ordinary course of Tenant’s business activities and (2) conducted Premises, strictly in accordance with all Environmental Laws; applicable Law and the manufacturers' instructions therefor, (iib) will such substances shall not use be disposed of, released or discharge on the Property, and shall be transported to and from the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposalapplicable laws, and all required cleanup procedures as Landlord shall reasonably require, (c) if any applicable Law or Landlord's trash removal contractor requires that any such substances be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result disposed of Tenant’s failure to comply with the foregoing provisionsseparately from ordinary trash, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored make arrangements at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s Tenant's expense for such materialsdisposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall deliver ensure that disposal occurs frequently enough to prevent unnecessary storage of such list substances in the Premises, and MSDS copies to Landlord (d) any remaining such substances shall be completely, properly and lawfully removed from the Property upon Landlord’s request therefor. Except for Hazardous Materials that existed in expiration or on the Premises as of the date earlier termination of this Lease, . Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. promptly notify Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has of: (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19any enforcement, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal cleanup or remediation of other regulatory action taken or threatened by any radioactive material in governmental or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication regulatory authority with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.May 7, 1999
Appears in 1 contract
Hazardous Materials. Neither Tenant nor Tenant's agents shall permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (acollectively "Release") Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage Material(s) (defined below) on or about any portion of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of Laws without the above provisions prior written consent of this SectionLandlord, which consent may be withheld in the same shall sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use de minimis quantities of the types of materials which are technically classified as Hazardous Materials but commonly used in domestic or office use to the extent not in an amount, which, either individually or cumulatively, would be immediately removed by Tenanta "reportable quantity" under any applicable Law. Tenant covenants that, with proper disposalat its sole cost and expense, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to Tenant will comply with all applicable Laws with respect to the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations Release of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of permitted Hazardous Materials in violation of Laws. Any Release beyond the above provisions of scope allowed in this Section or that Tenant has not complied with the requirements of this Sectionparagraph shall be subject to Landlord's prior consent, which may be withheld in which case Tenant Landlord's sole and absolute discretion, and shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted require an amendment to the Radiation Control Program Lease in the event Landlord does consent which shall set forth the materials, scope of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents use, indemnification and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). any other matter required by Landlord has furnished a copy of the Decommissioning Materials to Tenantin Landlord's sole and absolute discretion. Tenant shall not be responsible for indemnify, defend and hold Landlord and Landlord's agents harmless from and against any and all claims, losses, damages, liabilities, or expenses arising in connection with the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence Release of Hazardous Materials at the Project by Tenant, Tenant's agents, employees, contractors, subcontractors, or invitees, in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application Tenant's obligation to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises defend, hold harmless and indemnify pursuant to such permitthis Paragraph 6.4 shall survive Lease Termination.
Appears in 1 contract
Hazardous Materials. Neither Tenant nor Tenant’s agents shall permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (acollectively “Release”) Tenant (i) will not conduct any activity on the Premises that will use or produce of any Hazardous Materials, except for such activities that are both Material(s) (1defined below) part on or about any portion of the ordinary course Project without the prior written consent of Landlord, which consent may be withheld in the sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use de minimis quantities of the types of materials which are technically classified as Hazardous Materials but commonly used in domestic or office use to the extent not in an amount, which, either individually or cumulatively, would be a “reportable quantity” under any applicable Law and such other Hazardous Materials as are commonly used in connection with, and necessary for the operation of, Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any provided that Landlord receives notice prior to such Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be being brought onto the PremisesPremises and Landlord consents in writing to such Hazardous Materials. In all cases, except in the ordinary course of Tenant’s business and Tenant shall use such Hazardous Materials in compliance with all Environmental applicable Laws. If any Hazardous Materials are brought or found on Tenant covenants that, at its sole cost and expense, Tenant will comply, and cause its agents, employees, contractors, sublessees, licensees and invitees to comply, with all applicable Laws with respect to the Premises in violation of the above provisions of this Section, the same shall be immediately removed Release by Tenant, with proper disposalits agents, employees, contractors, sublessees, licensees or invitees of such permitted Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord’s prior consent, which may be withheld in Landlord’s sole and absolute discretion, and all required cleanup procedures shall be diligently undertaken pursuant require an amendment to all Environmental Laws. If at any time during or after the Lease Term in the Premises are found to be so contaminated or subject to such conditions as a result event Landlord does consent which shall set forth the materials, scope of Tenantuse, indemnification and any other matter required by Landlord in Landlord’s failure to comply with the foregoing provisions, sole and absolute discretion. Tenant shall indemnify, defend and hold Landlord and Landlord’s agents, members and lenders harmless from and against any and all claims, demandslosses, damages, liabilities, actions, liabilitiescauses of action, clean up and remediation costs, expensespenalties, damages and obligations of any nature liens, costs and/or expenses arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence Release of Hazardous Materials in violation of Hazardous Materials Laws by Tenant, Tenant’s agents or any other person using the above provisions Premises with Tenant’s knowledge and consent or authorization. Tenant’s obligation to defend, hold harmless and indemnify pursuant to this Paragraph 6.4 shall survive Lease Termination. The foregoing indemnity shall not apply to, and Tenant shall not be responsible for, the presence of Hazardous Materials on, under, or about the Premises, Building or Common Area to the extent in existence as of the date hereof or to the extent caused by any third parties (i.e. persons or entities other than Tenant or its agents, employees, affiliates, contractors, subcontractors, sublessees, licensees, invitees, and other representatives) or by Landlord or Landlord’s employees, agents or contractors unless and to the extent such Hazardous Materials are exacerbated by the negligent acts of Tenant or any of Tenant’s agents, employees, affiliates, contractors, invitees, licensees, sublessees or other representatives. As used in this Lease, the term “Hazardous Materials” means any chemical, substance, waste or material which has been or is hereafter determined by any federal, state or local governmental authority to be capable of posing risk of injury to health or safety, including without limitation, those substances included within the definitions of “hazardous substances,” “hazardous materials,” “toxic substances,” or “solid waste” under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, the Resource Conservation and Recovery Act of 1976, and the Hazardous Materials Transportation Act, as amended, and in the regulations promulgated pursuant to said laws; those substances defined as “hazardous wastes” in section 25117 of the California Health & Safety Code, or as “hazardous substances” in section 25316 of the California Health & Safety Code, as amended, and in the regulations promulgated pursuant to said laws; those substances listed in the United States Department of Transportation Table (49 CFR 172.101 and amendments thereto) or designated by the Environmental Protection Agency (or any successor agency) as hazardous substances (see, e.g., 40 CFR Part 302 and amendments thereto); such other substances, materials and wastes which are or become regulated or become classified as hazardous or toxic under any Laws, including without limitation the California Health & Safety Code, Division 20, and Title 26 of the California Code of Regulations; and any material, waste or substance which is (i) petroleum, (ii) asbestos, (iii) polychlorinated biphenyls, (iv) designated as a “hazardous substance” pursuant to section 311 of the Clean Water Act of 1977, 33 U.S.C. sections 1251 et seq. (33 U.S.C. § 1321) or listed pursuant to section 307 of the Clean Water Act of 1977 (33 U.S.C. § 1317), as amended; (v) flammable explosives; (vi) radioactive materials; or (vii) radon gas. Landlord shall have the right, upon reasonable advance notice to Tenant, to inspect, investigate, sample and/or monitor the Premises, the Building and Common Area, including any soil, water, groundwater, or other sampling, to the extent reasonably necessary to determine whether Tenant is complying with the terms of this Section Lease with respect to Hazardous Materials. In connection therewith, Tenant shall provide Landlord with reasonable access to all portions of the Premises; provided, however, that Landlord shall avoid any unreasonable interference with the operation of Tenant’s business on the Premises. In the event Tenant has violated any of its covenants or agreements set forth in this Paragraph 6.4 or it is determined that Tenant has not complied with discharged or released Hazardous Materials in, on or under the requirements Premises or any other portion of this Sectionthe Project, then all reasonable costs incurred by Landlord in which case performing such inspections, investigation, sampling and/or monitoring shall be reimbursed by Tenant shall reimburse to Landlord for the reasonable cost thereof as Additional Rent within ten thirty (1030) days after Landlord’s request therefordemand for payment.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Net Lease Agreement (Proteinsimple)
Hazardous Materials. (a) Landlord shall indemnify and hold Tenant harmless from any environmental costs relating to conditions existing on or before the effective date of this Lease and from the conduct of the Tenant's business during the first twelve (12) months of this lease; provided:
(i) will not conduct any activity on Tenant shall operate its business and handle, store and dispose of all hazardous materials ("Operation") under the Premises same policies and procedures that will use or produce any Hazardous Materials, except for such activities that are both the business was operated under during the twelve (112) part month period prior to the effective date of this Lease; or
(ii) Any change in the Operation is:
(A) Caused by cessation of a portion of the ordinary course of business, or
(B) Mutually agreed to in writing by Landlord and Tenant’s business activities . Tenant shall allow Landlord to inspect and (2) conducted in accordance audit the Operations without prior notification. Tenant shall, at its cost, comply with all changes in the Operations:
(i) As directed by Landlord in writing which are a result of Landlord's compliance audits or changes in Environmental Laws; or
(ii) will not use As directed in writing by any local, state or federal agency. Tenant, at its cost, shall continue maintaining or continue the Premises in any manner application process of all permits and licenses necessary for the storage of Operations (but in no way associated with any Hazardous Materials except for storage of such materials that are both (1remediation work) used in as directed by the ordinary course of Landlord. Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s 's failure to comply with Landlord or agency directed changes in the foregoing provisionsOperations shall be considered a breach of this Lease, Tenant for which the Landlord shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, be entitled to recover its actual damages and obligations of any nature arising from or as a result of reasonable attorney's and consulting fees.
(b) After the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet initial twelve (an “MSDS”12) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date months of this Lease, Tenant shall remove comply with all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. shall indemnify and hold Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice harmless from any Environmental Cost which is different in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require nature from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy Pre- Existing Conditions of the Premises, FoldRx has or which is attributable to actions taken by the Tenant after the initial twelve (i12) submitted month period and which results in a liability to Landlord and only to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19extent it is greater than, 2011 terminating License No 55-0558 (collectivelyor different from, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible Landlord's liability for the removal or remediation of Pre-Existing Conditions. Nothing in this paragraph 6.03 extends Landlord's obligations to Tenant for any radioactive material in or on environmental liabilities unrelated to the Premises as of the date of this LeasePremises.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of The terms "Environmental Costs" and "Environmental Laws" shall have the same definitions as they do in the Purchase and Sale Agreement by and between Alliant Techsystems Inc. and MAC Acquisition I, Inc. dated December 31, 1992. The parties acknowledge that Tenant will apply "Pre-Existing Conditions" shall mean the soil and ground water contamination in existence on December 31, 1992, and the conditions for a transfer which Landlord is responsible during the first twelve (12) months of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitthis Lease under this paragraph 6.03.
Appears in 1 contract
Hazardous Materials. (a) 22.1 Landlord has furnished or made available to Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage copies of any and all reports Landlord has in its possession or has obtained in connection with the presence of Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto on the Premises, except in including the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought Army Transfer MOA.
22.2 Except as specifically permitted under Sections 22.8, 22.9, or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date 22.10 of this Lease, Tenant shall remove all not, and Tenant shall ensure that Affiliates, Agents, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant during the Term shall not bring, generate or otherwise use, handle, treat, store, sell, dispose of, discharge or release any Hazardous Material upon, about, beneath or from the Premises, except for limited quantities of standard office, personal care, and janitorial supplies containing chemicals categorized as Hazardous Materials brought, generated or otherwise used, handled, treated, stored, sold, disposed of, discharged and released in compliance with Applicable Laws and Requirements. All Hazardous Materials-related activities undertaken by Tenant, Affiliates, Agents, employees, guests, invitees, visitors, Occupants and other persons or entities under the control of Tenant during the Term shall comply with all Applicable Laws and Requirements. Tenant shall not, and Tenant shall ensure that Agents, Affiliates, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant during the Term shall not, permit Hazardous Materials to be commingled with the Hazardous Materials of Landlord or the Army or Hazardous Materials which are Army Retained Conditions, if any. Tenant agrees to be responsible for timely acquisition of any permit(s) required for its Hazardous Materials-related activities, if any, and shall provide to Landlord, upon request, inventories of all such Hazardous Materials and any supporting documentation, including but not limited to material safety data sheets, uniform waste manifest forms, and/or any other pertinent permits.
(a) If either Party becomes aware of, or reasonably suspects, or receives notice or other communication concerning (i) any actual, alleged or threatened violation of any Applicable Laws and Requirements (A) by Tenant, Affiliates, Agents, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant during the Term and in connection with, or affecting, the Premises, or (B) from past or present activities of any person in connection with the Premises, or (ii) any liability of Tenant, Agents, Affiliates, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant during the Term for Environmental Damages in connection with, or affecting, the Premises, then such Party shall deliver to the other Party, immediately upon receipt of such notice or communication by ▇▇▇▇▇▇, a written description of such alleged violation or liability together with copies of any documents evidencing same. Receipt of such notice shall not be deemed to create any obligation on the part of Landlord to defend or otherwise respond to any such notification.
(b) Pursuant to the Army Transfer MOA, the Army has retained the authority, responsibility and liability for Response Actions required with respect to the Army Retained Conditions and shall have the right to enter upon the Premises for the purposes of undertaking such Response Actions. If Hazardous Materials are encountered by Tenant, Affiliates, Agents, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant, Tenant shall immediately halt work and notify Landlord so that Landlord may evaluate the situation and, with respect to Army Retained Conditions, Landlord shall notify the Army and take such other actions as Landlord may be obligated to take pursuant to the Army Transfer MOA and/or Applicable Laws and Requirements. Tenant shall cooperate with the Landlord and the Army with respect to the Army’s access rights and Response Actions. Landlord shall promptly notify Tenant of any notice it receives from the Army with respect to Army Retained Conditions and Army access and Response Actions.
(c) Each Party shall immediately advise the other in writing if at any time (i) it receives written notice of any and all enforcement, cleanup, removal or other governmental or regulatory actions instituted, completed or threatened against that Party or the Premises pursuant to any Applicable Laws and Requirements relating to any Hazardous Materials or Preexisting Hazardous Materials (“Hazardous Materials Law”); (ii) it receives any claim made or threatened by any third party against that Party or the Premises relating to damage, contribution, cost recovery compensation, loss or injury resulting from any Hazardous Materials or Preexisting Hazardous Materials (the matters set forth in clauses (i) and (ii) above are referred to as “Hazardous Materials Claims”); (iii) it discovers or becomes aware of any occurrence or condition on any real property adjoining or in the vicinity of the Premises that is subject to any restrictions on the ownership, occupancy, transferability or use of the Premises under any Hazardous Materials Law; or (iv) it discovers the presence of Preexisting Hazardous Materials on, under, or adjacent to the Premises or Fort ▇▇▇▇▇ if, as to the latter (with respect to Landlord’s notification to Tenant), it could affect the Premises.
(d) Landlord shall have the right to join and participate in, as a party if it so elects, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims and to have its reasonable attorneys’ fees in connection with the proceedings or actions paid by ▇▇▇▇▇▇.
(e) If during the Term, Tenant or its Affiliates, Agents, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant, encounter evidence of Preexisting Hazardous Materials on the Premises, Tenant shall immediately notify Landlord and shall take all precautions and actions necessary to insure that any suspected Preexisting Hazardous Materials are not disturbed or exacerbated prior to clean up and remediation. Such notice shall describe, to the extent known by Tenant, the location and nature of the Preexisting Hazardous Materials discovered or believed likely to be present.
22.4 Except for Response Actions related to Preexisting Hazardous Materials, including Response Actions undertaken by the Army with respect to Army Retained Conditions, Tenant shall, at its sole cost and expense, promptly take all Response Actions required under Applicable Laws and Requirements by any Agency to remedy damage to the Premises or neighboring property that arises directly or indirectly from or in connection with the presence, or release of any Hazardous Materials introduced in, under, about or into the air, buildings, paved surfaces, sanitary sewers, stormwater drainage systems, surface water, groundwater, or land by Tenant or Tenant’s Affiliates, Agents, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant during the Term. Such Response Actions by Tenant may include but are not limited to Response Actions of the environmental condition of the areas adversely affected (“Affected Property”) by ▇▇▇▇▇▇’s breach of any of the provisions of this Lease, whether on or off of the Affected Property. Except for Response Actions related to Preexisting Hazardous Materials, including Response Actions taken by the Army with respect to Retained Army Conditions, Tenant shall take all Response Actions required under this Lease and under Applicable Laws and Requirements and shall restore the Affected Property to a condition substantially equal to that existing prior to the introduction of the Hazardous Materials upon, about, in, into, or beneath the Affected Property, in accordance with the applicable standard required of Response imposed by Applicable Laws and Requirements. (To the extent of such impacted conditions, those portions of any Affected Property that cannot be restored to substantially the preexisting condition shall be restored in accordance with the standards or requirements imposed by Applicable Laws and Requirements to the degree deemed necessary or appropriate by the Environmental Agency with jurisdiction to enforce Applicable Laws for premises and Requirements.) Tenant shall proceed continuously and diligently with such Response Actions and these Response Actions shall be performed in accordance with Applicable Laws and Requirements in a laboratory use before the earlier of the date Tenant vacates the Premises good, safe and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (workmanlike manner by one or a shorter period of prior written notice more licensed and reputable contractors experienced in the case conduct of emergenciesResponse Actions in areas containing significant natural and cultural resources or comparable experience. Such contractor shall not be an Excluded Contractor. Tenant shall pay all Response Costs in connection with such Response Actions chargeable to Tenant, including but not limited to the charges of such contractor(s), enter all power and utility costs, any and all taxes or fees that may be applicable to such activities, and all reasonable costs incurred by Landlord in connection with the Premises monitoring or reviewing of such Response Actions. Tenant shall promptly provide to Landlord copies of all unprivileged testing results and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that reports generated in connection with the aforementioned activities unless Landlord shall use reasonable efforts be made a party to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this SectionResponse Actions, in which case Tenant shall reimburse provide Landlord with any and all such testing results and reports. Promptly upon completion of such Response Action(s), Tenant shall remove all associated Personal Property, debris, materials and the like, to the reasonable satisfaction of Landlord.
22.5 Landlord, at ▇▇▇▇▇▇▇▇’s sole cost and expense, shall have the right, but not the obligation, at all reasonable times and, except in the case of emergency, following advance notice to Tenant, to enter upon the Premises, as may be necessary as determined by Landlord in its reasonable discretion (and for areas closed to the public, upon reasonable prior written notice under the circumstances, given by the Superintendent of GGNRA or his or her designee, reciting the reasons for the entry at least thirty (30) days in advance where feasible (except in case of emergency)), to conduct inspections and non-invasive tests of the Premises to determine whether Tenant is complying with all Applicable Laws and Requirements. In connection with such inspections, Landlord will use reasonable efforts to minimize disturbance or disruption of Tenant. Landlord shall have the right, but not the obligation, to retain independent professional consultants to enter the Premises to conduct such inspections and to review any report prepared by or for Tenant concerning such compliance. Upon ▇▇▇▇▇▇’s written request, Landlord will make available to Tenant copies of all final reports and written data obtained by Landlord from such tests and investigations. Tenant expressly recognizes that it shall have no claim against Landlord for injury, loss, or other costs occasioned by any inconvenience to or interference with Agents, Affiliates, employees, guests, visitors, invitees, Occupants and other persons or entities under the reasonable cost thereof within ten (10) days after control of Tenant use of the Premises during the Term as a result of Landlord’s request thereforexercise of the rights reserved to it under this Section 22.5, except to the extent such claims are covered by federal law.
22.6 In addition to all other indemnity requirements set forth in this Lease, and except as provided in Section 22.7 below, ▇▇▇▇▇▇ expressly agrees to indemnify, reimburse, defend save and hold harmless Landlord and ▇▇▇▇▇▇▇▇’s Agents for and from any and all Environmental Damages as set forth in, and accordance with, Sections 25.2, 25.4, and 25.5 of this Lease. This obligation to indemnify shall survive termination of this Lease. Notwithstanding the foregoing, this obligation to indemnify shall not apply, with respect to loss, damage, costs, expense, or liability arising out of or attributable to Preexisting Hazardous Materials except to the extent that:
(i) the negligence or willful misconduct of Tenant’s or its agents’ and/or other persons or entities under the control of Tenant, causes an exacerbation or migration of such Preexisting Hazardous Materials, or (ii) Tenant or its agents’ and/or other persons or entities under the control of Tenant, cause additional damage to the environment beyond such Preexisting Hazardous Materials.
22.7 This Lease does not create a separate obligation on the part of Tenant and in favor of Landlord to Respond to Preexisting Hazardous Materials or in favor of the Army to undertake a Response Action for Army Retained Conditions nor does it limit or expand the rights or defenses of Landlord, the Army or the Tenant with respect to such Preexisting Hazardous Materials (including Army Retained Conditions), as applicable. Consequently, the provisions of Sections 22.4 and 22.6 above and Section 22.8 below shall not apply to Preexisting Hazardous Materials except to the extent that: (a) the negligence or willful misconduct of Tenant’s Agents, Affiliates, employees, guests, visitors, invitees, Occupants and/or other persons or entities under the control of Tenant during the Term causes an exacerbation or migration of such Preexisting Hazardous Materials, or (b) In Tenant’s Agents, Affiliates, employees, guests, visitors, invitees, Occupants and other persons or entities under the control of Tenant during the Term cause additional damage to the environment beyond such Preexisting Hazardous Materials due to a violation of any Applicable Laws and Requirements regarding such Preexisting Hazardous Materials, and (c) except as specifically stated in Sections 22.8 and 22.9 below. This Section does not relieve Tenant of any obligation it might have with regard to third parties or any Agency by operation of Applicable Laws and Requirements, including but not limited to, the Comprehensive Environmental Response, Compensation and Liability Act.
22.8 Tenant shall be designated as the generator and shall arrange for the removal of any Hazardous Materials Tenant disturbs in connection with FoldRx’s discontinuance of occupancy its use and operations of the Premises, FoldRx has (i) submitted in compliance with Applicable Laws and Requirements, except to the Radiation Control Program of extent Landlord undertakes such designation and/or arrangement with respect to Preexisting Hazardous Materials or the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 Army undertakes such designation and/or arrangement with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials respect to TenantArmy Retained Conditions. Tenant shall arrange for such removal and disposal of such soil with appropriate licensed contractors, at Tenant’s sole cost and expense.
22.9 Tenant understands and acknowledges that the Premises may contain asbestos, asbestos-containing materials, lead-based paint, and pesticides. Therefore, Tenant hereby agrees that, during the Term, any necessary costs of Response Action with respect to asbestos, asbestos- containing materials, lead-based paint, or pesticides in the Premises or in areas adjacent to the Premises for which access is necessary by Tenant in order to complete the Initial Improvements and/or operate or maintain the Premises shall be the responsibility of Tenant and Landlord shall not be responsible for Response Costs associated therewith. Whenever Tenant constructs the removal Initial Improvements or remediation of any radioactive material in Alterations, or performs Maintenance and/or installation on the Premises as of Premises, Tenant shall comply with all Applicable Laws and Requirements, including without limitation, Applicable Laws and Requirements related to Response to asbestos, asbestos- containing materials, lead-based paint, and pesticides. Notwithstanding anything to the date of contrary in this Lease, Tenant shall not be required to remove asbestos, asbestos-containing materials, lead-based paint, or pesticides unless required to do so pursuant to Applicable Laws and Requirements or if an Agency having jurisdiction over the matter requires such removal.
(c) Landlord represents to 22.10 Tenant that Landlord has not received any written noticeshall implement the Lead-Based Paint, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Asbestos and Hazardous Materials at the Project in violation Remediation Plan during any construction activities and for ongoing Maintenance of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take Tenant shall update the Lead-Based Paint, Asbestos and Hazardous Materials Remediation Plan annually as part of the Preservation Plan.
22.11 Should Tenant fail to perform or observe any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant its obligations or agreements pertaining to such permit.Hazardous Mate
Appears in 1 contract
Sources: Lease Agreement
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except Except for such activities that are both (1) part de minimis quantities of the ordinary course of Tenant’s business activities household cleaning products and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) office supplies used in the ordinary course of Tenant’s business at the Premises and (2) properly stored in a manner that are used, kept and location satisfying all Environmental Laws; (iii) will not install any underground tanks disposed of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought , Tenant shall not cause or found on permit the use, generation, storage, release or disposal in or about the Premises in violation or the Project of any substance the above provisions presence of this Sectionwhich requires, the same or may hereafter require, notification, investigation or remediation under any Laws or which is now or hereafter defined, listed or regulated by any governmental authority as a “hazardous waste”, “extremely hazardous waste”, “solid waste”, “toxic substance”, “hazardous substance”, “hazardous material” or “regulated substance”, or otherwise regulated under any Laws (“Hazardous Material”), unless Tenant shall be immediately removed by Tenanthave received Landlord’s prior written consent, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If which consent Landlord may withhold or revoke at any time during in its sole discretion. All current surveys or after reports prepared for the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal Project regarding the presence of Hazardous Materials (if any) in violation the Building are available for inspection by Tenant in the office of the above provisions property manager upon execution of Landlord’s standard form of confidentiality agreement. With respect to Hazardous Materials, Tenant hereby (1) accepts full responsibility for reviewing any such surveys and reports and satisfying itself prior to the execution of this Section Lease as to the acceptability of the Premises, and (2) acknowledges and agrees that this provision satisfies all notice requirements under applicable Law. Any remediation of Contamination (hereinafter defined) caused by Tenant, its agents, employees, contractors or that Tenant has not complied with the requirements of this Sectioninvitees which is required by Law or which is deemed necessary by Landlord, in which case Landlord’s reasonable opinion, shall be performed by Landlord and Tenant shall reimburse Landlord for the reasonable cost thereof within ten (thereof, plus a 10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance % administrative fee. “Contamination” means the existence or any release or disposal of occupancy of a Hazardous Material or biological or organic contaminant, including any such contaminant which could adversely impact air quality, such as mold, fungi or other bacterial agents, in, on, under, at or from the Premises, FoldRx has (i) submitted to the Radiation Control Program of Building or the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment NoProject which may result in any liability, fine, use restriction, cost recovery lien, remediation requirement, or other government or private party action or imposition affecting Landlord. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date For purposes of this Lease, claims arising from Contamination shall include diminution in value, restrictions on use, adverse impact on leasing space, and all costs of site investigation, remediation, removal and restoration work, including response costs under CERCLA and similar statutes.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Commercial Lease Agreement (Summer Energy Holdings Inc)
Hazardous Materials. (a) During the Lease Term, neither Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of nor Tenant’s business activities and agents shall permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (2collectively “Release”) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage Material(s) (defined below) on or about any portion of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises Project in violation of applicable Laws without the above provisions prior written consent of this SectionLandlord, which consent may be withheld in the same shall sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use de minimis quantities of the types of materials which are technically classified as Hazardous Materials but commonly used in domestic or office use to the extent not in an amount, which, either individually or cumulatively, would be immediately removed a “reportable quantity” under any applicable Law. Tenant covenants that, at its sole cost and expense, Tenant will comply with all applicable Laws with respect to the Release during the Lease Term by Tenant, with proper disposalits agents, employees, contractors or invitees of such permitted Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord’s prior consent, which may be withheld in Landlord’s sole and absolute discretion, and all required cleanup procedures shall be diligently undertaken pursuant require an amendment to all Environmental Laws. If at any time during or after the Lease Term in the Premises are found to be so contaminated or subject to such conditions as a result event Landlord does consent which shall set forth the materials, scope of Tenantuse, indemnification and any other matter required by Landlord in Landlord’s failure to comply with the foregoing provisions, sole and absolute discretion. Tenant shall indemnify, defend and hold Landlord and Landlord’s agents harmless from and against any and all claims, demandslosses, actionsdamages, liabilities, costs, expenses, damages and obligations or expenses arising in connection with the Release of any nature arising from or as a result Hazardous Materials during the Lease Term in violation of the use of the Premises Hazardous Materials Laws by Tenant or its Invitees agents, employees or contractors. Tenant’s obligation to defend, hold harmless and indemnify pursuant to this Paragraph 5.4 shall survive Lease Termination for a period of two (2) years and if Landlord has not given Tenant will maintain on the Premises a list written notice within such two (2) year period of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued Tenant’s obligation to indemnify, defend or hold harmless Landlord with respect to any particular Release of Hazardous Materials by the producers or manufacturers thereofTenant, together with copies of the MSDSthen Tenant’s for such materialsobligation to indemnify, defend and hold harmless pursuant to this Paragraph 5.4 shall expire. The foregoing indemnity shall not apply to, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord maynot be responsible for, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section on, under, or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of about the Premises, FoldRx has (i) submitted Building or Common Area to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19extent caused by any third parties or by Landlord or Landlord’s employees, 2011 terminating License No 55-0558 (collectivelyagents, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal contractors or remediation of any radioactive material in or on the Premises as of the date of this Leaseinvitees.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Borland Software Corp)
Hazardous Materials. Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Material upon or about the Project, or permit Tenant’s Parties to engage in such activities upon or about the Project. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily used in offices provided: (a) such substances shall be used and maintained only in such quantities as are reasonably necessary for such Permitted Use of the Premises, strictly in accordance with applicable Law and the manufacturers’ instructions therefor, (b) such substances shall not be disposed of, released or discharged on the Project, and shall be transported to and from the Premises in compliance with all applicable Laws, and as Landlord shall reasonably require, (c) if any applicable Requirements or Landlord’s trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant’s expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage of such substances in the Premises, and (d) any remaining such substances shall be completely, properly and lawfully removed from the Project upon expiration or earlier termination of this Lease. Tenant shall promptly notify Landlord of: (i) will not conduct any activity enforcement, cleanup or other regulatory action taken or threatened by any governmental or regulatory authority with respect to the presence of any Hazardous Material on the Premises that will use or produce any Hazardous Materialsthe migration thereof from or to other Project, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use any demand or claim made or threatened by any party against Tenant or the Premises in relating to any manner for the storage loss or injury resulting from any Hazardous Material, (iii) any release, discharge or non-routine, improper or unlawful disposal or transportation of any Hazardous Materials except for storage of such materials that are both (1) used in Material on or from the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; Premises, and (iv) will any matter where Tenant is required by Requirements to give a notice to any Governmental Authority regarding Hazardous Materials on the Premises. Landlord shall have the right (but not permit the obligation) to join and participate as a party in any legal proceedings or actions affecting the Premises initiated in connection with any environmental, health or safety Law. At such times as Landlord may reasonably request, Tenant shall provide Landlord with a written list identifying any Hazardous Materials to be brought onto Material then used, stored, or maintained upon the Premises, except in the ordinary course use and approximate quantity of Tenant’s business each such material, a copy of any material safety data sheet (“MSDS”) issued by the manufacturer therefor, written information concerning the removal, transportation and in compliance with all Environmental Lawsdisposal of the same, and such other information as Landlord may reasonably require or as may be required by Law. If any Hazardous Materials are brought Material is released, discharged or found disposed of by Tenant or any Tenant Party on or about the Premises Project in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend immediately, properly and hold Landlord harmless in compliance with applicable Requirements clean up and remove the Hazardous Material from all claimsthe Project and any other affected property and clean or replace any affected personal property (whether or not owned by Landlord), demands, actions, liabilities, costs, expenses, damages at Tenant’s expense. Such clean up and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet removal work shall be subject to Landlord’s prior written approval (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materialsexcept in emergencies), and shall deliver such list include, without limitation, any testing, investigation, and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as preparation and implementation of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard any remedial action plan required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (any governmental body having jurisdiction or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Office Lease (Sezzle Inc.)
Hazardous Materials. Neither Tenant nor Tenant's agents shall permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (acollectively "Release") Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Material(s) (defined below) on or about any portion of the Project without the prior written consent of Landlord, which consent may be withheld in the sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use de minimis quantities of the types of materials which are technically classified as Hazardous Materials except for storage of such materials that are both (1) but commonly used in domestic or office use to the ordinary course of Tenant’s business extent not in an amount, which, either individually or cumulatively, would be a "reportable quantity" under any applicable Law. Tenant covenants that, at its sole cost and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) expense, Tenant will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance comply with all Environmental Laws. If any Hazardous Materials are brought or found on applicable Laws with respect to the Premises in violation of the above provisions of this Section, the same shall be immediately removed Release by Tenant, with proper disposalits agents, employees, contractors or invitees of such permitted Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord's prior consent, which may be withheld in Landlord's sole and absolute discretion, and all required cleanup procedures shall be diligently undertaken pursuant require an amendment to all Environmental Laws. If at any time during or after the Lease Term in the Premises are found to be so contaminated or subject to such conditions as a result event Landlord does consent which shall set forth the materials, scope of Tenant’s failure to comply with the foregoing provisionsuse, indemnification and any other matter required by Landlord in Landlord's sole and absolute discretion. Tenant shall indemnify, defend and hold Landlord and Landlord's agents harmless from and against any and all claims, demandslosses, actionsdamages, liabilities, costs, expenses, damages and obligations of any nature or expenses arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence Release of Hazardous Materials in violation of Hazardous Materials Laws by Tenant, Tenant's agents or any other person using the above provisions of Premises with Tenant's knowledge and consent or authorization. Tenant's obligation to defend, hold harmless and indemnify pursuant to this Section or that Tenant has Paragraph 6.4 shall survive Lease Termination. The foregoing indemnity shall not complied with the requirements of this Sectionapply to, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for for, the removal presence of Hazardous Materials on, under, or remediation about the Premises, Building or Common Area to the extent caused by any third parties or by Landlord or Landlord's employees, agents, contractors or invitees. Notwithstanding anything to the contrary contained in this Lease, Landlord hereby represents and warrants to Tenant that, to the best of any radioactive material Landlord's knowledge, (i) the Premises, the Building, and Project are in compliance with all laws regarding Hazardous Materials ("Hazardous Materials Laws"); (ii) no asbestos-containing materials exist in or on the Premises as Premises, the Building, or Project; and (iii) any handling, transportation, storage or use of Hazardous Materials that occurred in the date Premises, the Building, or Project prior to the Commencement Date is now in compliance with all Hazardous Materials Laws. Landlord further represents and warrants that, to the best of Landlord's knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, concerning the actual or alleged presence of Hazardous Materials on or about the Premises, Building, or Project, nor has Landlord received any notice of any violation, or alleged violation, of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Premises, Building, or Project. Landlord's representations and warranties set forth in this paragraph shall survive termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Net Lease Agreement (Laserscope)
Hazardous Materials. Subtenant and Subtenant's agents, employees, contractors, assignees and subtenants may not use, place, store or transport (acollectively, "Use") Tenant Hazardous Material(s) (idefined below) will not conduct on or about any activity on portion of the Premises that will use or produce Excluded Area or any Hazardous Materials, except for such activities that are both (1) other part of the ordinary course Land (or in connection with the use or operation of Tenant’s business activities and (2the Subtenant Improvements) conducted in accordance unless Subtenant complies with all Environmental Laws; applicable Laws with respect to the Use by Subtenant, its agents, employees, contractors, assignees or subtenants of such Hazardous Materials. Nothing herein shall be construed to allow Subtenant to release or dispose of (iicollectively, "Release") will not use Hazardous Materials in or about any portion of the Premises or Excluded Area unless such Release is in any manner for compliance with applicable Laws. Any Use of the storage of any Hazardous Materials except for storage beyond the scope allowed in this Paragraph and any Release of such materials that are both (1) used Hazardous Materials shall be subject to Sublandlord's and Lessor's prior written consent, which may be withheld in Sublandlord's or Lessor's sole and absolute discretion, and shall require an amendment to the Sublease in the ordinary course event Sublandlord and Lessor do consent which shall set forth the materials, scope of Tenant’s business use, indemnification and (2) properly stored any other matter required by Sublandlord and Lessor in a manner Sublandlord's and location satisfying Lessor's sole and absolute discretion. Subtenant shall indemnify, defend and hold Sublandlord and Sublandlord's agents harmless from and against any and all Environmental Laws; (iii) will not install any underground tanks claims, losses, damages, liabilities, or expenses arising in connection with the Use or Release of any type; and (iv) will not permit any Hazardous Materials on or following the Commencement Date of this Sublease in violation of Law by Subtenant, Subtenant's agents, employees, contractors, assignees or subtenants using the Premises or Excluded Area. Subtenant's obligation to defend, hold harmless and indemnify pursuant to this Paragraph 7 shall survive the expiration or earlier termination of this Sublease. The foregoing indemnity shall not apply to, and Subtenant shall not be brought onto responsible hereunder for, the presence of Hazardous Materials on, under, or about the Premises or Excluded Area to the extent caused by Sublandlord, its agents, employees, contractors, assignees or subtenants (other than Subtenant); provided that Sublandlord hereby acknowledges and agrees that the foregoing indemnity is intended to supplement that certain Indemnity Agreement between Subtenant and Sublandlord in the form of Exhibit C to the Purchase Agreement (the "Indemnity Agreement"), and to the extent the foregoing indemnity contradicts Subtenant's obligations under the Indemnity Agreement, the Indemnity Agreement shall prevail. The parties hereto agree and Sublandlord shall have the right, upon reasonable advance notice to Subtenant, to inspect, investigate, sample and/or monitor the Premises and Excluded Area, including any soil, water, groundwater, or other sampling, to the extent reasonably necessary to determine whether Subtenant is complying with the terms of this Sublease with respect to Hazardous Materials. In connection therewith, Subtenant shall provide Sublandlord with reasonable access to all portions of the Premises, except the Subtenant Improvements and the Excluded Area (subject to reasonable security measures imposed by Subtenant); provided, however, that Sublandlord shall avoid any unreasonable interference with the operation of Subtenant's business on or in the ordinary course of Tenant’s business and Premises or the Excluded Area. All costs reasonably incurred by Sublandlord in compliance with all Environmental Laws. If any performing such inspections, investigation, sampling and/or monitoring shall be reimbursed by Subtenant to Sublandlord as Additional Rent within thirty (30) days after Sublandlord's demand for payment if it is determined that Hazardous Materials are brought have been Used by Subtenant or found Subtenant's Agents on or after the Premises Commencement Date of this Sublease in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence Release of Hazardous Materials in violation of the above provisions of this Section or that Tenant Laws has not complied with the requirements of this Sectionoccurred on, in which case Tenant shall reimburse Landlord for or under the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of Premises or the PremisesExcluded Area, FoldRx has or any portion thereof. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord and Subtenant acknowledges that (i) submitted to the Radiation Control Program Environmental Protection Agency is currently overseeing cleanup measures that are being conducted at the Land and at surrounding parcels of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and real property, (ii) the Land is part of a regional Superfund site known as the Middlefield-Elli▇-▇▇▇▇▇▇▇ (▇▇W) site, (iii) Raytheon, a former owner of the Land, is under a Consent Decree that provides that Raytheon will perform groundwater and soil remediation for the property it occupied and operated within the MEW area, (iv) in 1987, a soil-bentonite, subsurface, slurry wall was installed by Raytheon around the perimeter of the Land enclosing the soil and water bearing zones as part of the remedial measures conducted by Raytheon, (v) a groundwater extraction and treatment system was installed in 1987 on the Land and, as a long term remedial measure, groundwater is extracted from several well▇ ▇▇▇ated both within the boundaries of the Land and from adjacent property, (vi) a soil vapor extraction system (covering approximately a surface area of four acres and going to a depth of approximately 15 to 18 feet) was installed by Raytheon in 1996 to remediate the contaminated soils in the Land and Raytheon has petitioned and obtained approval from the Radiation Control Program Environmental Protection Agency for closure for part of the Department of Public Health of soil vapor remedial system, and (vii) the Commonwealth of Massachusetts groundwater and soil treatment facilities referred to above are maintained by Raytheon and Raytheon has provided an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials indemnification to Tenant. Tenant shall not be responsible for the removal Subtenant to protect it from clean up or remediation of any radioactive material in or on the Premises as of other liability related to contamination existing prior to the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect Subtenant acquired title to the existence of Hazardous Materials at Land and the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitimprovements then located thereon.
Appears in 1 contract
Sources: Sublease Agreement (Fairchild Semiconductor International Inc)
Hazardous Materials. (a) Tenant Without limiting the provisions of Sections 7.1 and 7.2 of this Lease and except as otherwise provided in this Article XV with respect to Photronics, Photronics covenants and agrees that Photronics, its employees, agents, contractors and other third parties entering upon the Premises at the request or invitation of Photronics shall not bring into, maintain upon, generate, use, store, dispose of or release or discharge in or about the Premises any hazardous materials in violation of Applicable Laws. Photronics shall be permitted to bring onto, maintain upon and use substances typically found or used in general office and administrative applications and the operations of the Premises for the Permitted Use so long as (i) will not conduct such substances and any activity on equipment which generates such substances are maintained only in such quantities as are reasonably necessary or appropriate for Photronics' operations in the Premises that will use or produce any Hazardous MaterialsPremises, except for (ii) such activities that substances are both (1) part of the ordinary course of Tenant’s business activities used and (2) conducted stored strictly in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for manufacturers' instructions therefor and the storage of any Hazardous Materials except for storage of such materials that are both (1) used highest standards prevailing in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; industry for such substances, (iii) will such substances are not install any underground tanks disposed of any type; in or about the Premises and (iv) will not permit all such substances and any Hazardous Materials equipment which generates such substances are removed from the Premises by Photronics upon any termination of this Lease. Any use, storage, generation or management by Photronics of hazardous materials in or about the Premises as is permitted pursuant to this paragraph shall be brought onto the Premises, except in the ordinary course of Tenant’s business and carried out in compliance with all Environmental Applicable Laws. If Except with the prior written consent of Micron, which consent shall not be unreasonably withheld or delayed, or as required by Micron to retain Qualification, Photronics shall not change or expand the Premises or its occupancy, use, or activities thereon in any Hazardous Materials are brought manner that would subject Micron or found on Photronics to new or heightened standards or obligations under any Environmental Law, including, without limitation, modifying, changing, or expanding equipment; methods of operation; the type of quantity of any input, throughput, or output (including emissions or effluent); or hours of operation. In the event that any such change proposed by Photronics is reasonably anticipated to require new or modified permits or licenses for or relating to the Premises, then Photronics shall be solely responsible for obtaining same at its sole cost and expense subject to Micron's consent which shall not be unreasonably withheld or delayed so long as such proposed change for which the new or modified license or permit is requested shall not create any potential liability for the Premises not anticipated in connection with the operation of the Premises for the Permitted Use. No such proposed change by Photronics shall be made until Photronics obtains such new or modified license or permit. Micron shall cooperate as reasonably requested by Photronics (and at Photronics' sole cost and expense) to obtain such new or modified permits or licenses to which Micron has consented. Without limitation of the foregoing restriction and any other requirements of this Article XV, Photronics shall, within ten (10) Business Days after Photronics' receipt of Micron's written request therefor, advise Micron in writing of any hazardous materials then maintained by Photronics in the Premises, the use of each such hazardous material and the approximate quantity of each such hazardous material so maintained by Photronics, together with written certification by Photronics stating, in substance, that neither Photronics nor any person for whom Photronics is responsible has released or discharged any hazardous materials in or about the Premises. Additionally, if the Land is contiguous or adjacent to other land owned or leased by Micron or any Affiliate of Micron within the meaning of any applicable Environmental Law, from time to time throughout the lease term upon written request from Micron, Photronics shall provide Micron with real time access to Photronics computer systems and records relating to Photronics' chemical inventory and accounting systems relating to the Permitted Use at the Land and the Premises and copies of any and all information necessary for Micron's compliance with any and all federal permitting, record keeping, reporting or other obligations under any Applicable Laws. For example, and without limitation of the foregoing, Micron shall have the right to access the internal chemical management system for air-permitting and Emergency Planning Community Right to Know Act toxic release reporting purposes. Photronics shall not Release or permit the Release of any hazardous materials in, over, on, under, through, from, or about the Premises in violation of any Applicable Laws. In the above provisions event that Photronics proposes to conduct any use or to operate any equipment which will or may utilize or generate a hazardous material other than as specified in the first paragraph of this SectionArticle XV, Photronics shall first in writing submit such use or equipment to Micron for approval. No approval by Micron shall relieve Photronics of any obligation of Photronics pursuant to this Article XV, including the same removal, clean-up and indemnification obligations imposed upon Photronics by this Article XV. Photronics shall, immediately upon receipt thereof, furnish to Micron copies of all notices or other communications received by Photronics with respect to any actual or alleged release or discharge of any hazardous material in or about the Premises and shall, immediately upon obtaining knowledge thereof, whether or not Photronics receives any such notice or communication, notify Micron in writing of any discharge or release of hazardous material by Photronics or anyone for whom Photronics is responsible in or about the Premises. In the event that Photronics is required to maintain any hazardous materials license or permit in connection with any use conducted by Photronics or any equipment operated by Photronics in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof, shall be furnished to Micron within five (5) Business Days after 37 **** Material omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Exchange Act of 1934. Material filed separately with the Securities and Exchange Commission. receipt thereof by Photronics but in no event later than five (5) Business Days prior to the date any adverse action could be taken with respect to Micron or the Premises pursuant to such notice. Compliance by Photronics with the two immediately removed preceding sentences shall not relieve Photronics of any other obligation of Photronics pursuant to this Article XV. Upon any violation of the foregoing covenants, Photronics shall be obligated, at Photronics' sole cost, to clean-up and remove from the Premises all hazardous materials introduced into the Premises by TenantPhotronics or any Photronics' Party. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction or that Micron may require in its reasonable discretion. All such clean-up and removal activities of Photronics shall, in each instance, be conducted to the satisfaction of Micron and to the satisfaction of all governmental authorities having jurisdiction. Micron's right of access pursuant to Section 17.2 shall include the right to enter, inspect and test the Premises for compliance with proper disposalPhotronics' covenants in this Article XV, provided that such right is reasonably exercised and the exercise of such right does not unreasonably interfere with Photronics' use and occupancy of the Premises. If any governmental authority or lender to Micron shall require testing for hazardous materials in the Premises, and it is determined as the result of such testing that hazardous materials have been disposed of, released or discharged in or about the Premises, then Photronics shall reimburse Micron for all required cleanup procedures shall be diligently undertaken reasonable costs of such testing as additional rent hereunder in addition to Photronics' remediation obligations hereunder or pursuant to all Environmental LawsLaws or any other Applicable Law and this Lease. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsPhotronics shall indemnify, Tenant shall defend and hold Landlord harmless Micron, its shareholders, officers, employees, agents and lenders from and against any and all claims, demandsliabilities, losses, actions, liabilitiescosts and expenses (including reasonable attorneys' fees and costs of defense) incurred by such indemnified persons, costsor any of them, expenses, damages and obligations of any nature arising from or as a the result of (A) the use of introduction into or about the Premises by Tenant Photronics, its employees, subtenants, licensees, contractors, agents, invitees or its Invitees Tenant will maintain on trespassers (each, a "Photronics' Party" and, collectively, the "Photronics' Parties") of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Photronics or any Photronics' Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Photronics or any Photronics' Party of any hazardous materials, (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Photronics or any Photronics' Party of hazardous materials in or about the Premises, and (E) any failure of Photronics or any Photronics' Party to observe the foregoing covenants of this Article XV. Payment shall not be a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies condition precedent to enforcement of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request thereforforegoing indemnification provision. Except for Hazardous Materials that existed in In the event the Land was owned by Micron or on the Premises an Affiliate as of the date of this Lease, Tenant Micron shall remove indemnify, defend and hold harmless Photronics, its shareholders, officers, employees, agents and lenders from and against any and all Hazardous Materials from claims, liabilities, losses, actions, costs and expenses (including reasonable attorneys' fees and costs of defense incurred by such indemnified parties, or any of them as a result of (A) the introduction into or about the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord mayMicron, upon at least five (5) business days’ prior written notice to Tenant (its employees, licensees, contractors, agents, invitees or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Sectiontrespassers, in which case Tenant shall reimburse Landlord for each instance other than Photronics or any Photronics' Parties (each a "Micron Party" and, collectively, the reasonable cost thereof within ten "Micron Parties") of any hazardous materials, (10B) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance the usage, storage, maintenance, generation, production or disposal by Micron or any Micron Party of occupancy of hazardous materials in or about the Premises, FoldRx has (iC) submitted the discharge or release in or about the Premises by Micron or any Micron Party of any hazardous material and (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Micron or any Micron Party of hazardous materials in or about the Premises prior to the Radiation Control Program date of execution of this Lease. If the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 Land is being acquired by Micron in connection with supporting documents entering into this Lease (and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall is not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
Lease already owned by Micron or an affiliate thereof), then, no later than thirty (c30) Landlord represents days following Micron's acquisition of the Land (but in any event prior to Tenant that Landlord has not received any ground breaking), Micron shall cause to be undertaken a baseline environmental site assessment of the Land in scope (and with a written notice, demand, claim, citation, complaint, request for information or similar communication with respect report to be produced) reasonably acceptable to the existence Parties and the cost therefor shall be a Development Cost. In the event the Land is property already owned by Micron, Micron shall provide Photronics with copies of Hazardous Materials existing environmental site assessment reports it has in its actual possession. Upon prior written request by Photronics, or otherwise at Micron's election, within thirty (30) days after any termination of this Lease Micron shall at Photronics' sole cost and expense retain a hazardous materials consultant (to be reasonably approved by Photronics) to conduct a survey or audit of the Project Premises to determine whether or not hazardous materials introduced by Photronics or any Photronics' Party are present in or about the Premises. Photronics shall cooperate fully with Micron and such consultant in the conduct of any such survey or audit. If such survey or audit reveals the presence of hazardous materials brought into or upon the Premises by Photronics in violation of Environmental Lawsthe provisions of this Article XV, Photronics shall pay for the cost of such audit. Such payment shall be made by Photronics to Micron, as additional rent, within thirty (30) days after Photronics' receipt of Micron's invoice therefor. Otherwise, the cost of such survey or audit shall be borne by Micron. If the audit or survey discloses the presence of hazardous materials introduced by Photronics or any Photronics' Party, the provisions of this Article XV pertaining to Photronics' remediation obligations and Micron's remedies for violations of Photronics' covenants hereunder shall apply to such hazardous materials and Photronics' obligations with respect thereto. Upon any violation of the foregoing covenants, Micron shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not limited to those set forth in Article XIV. Without limiting the generality of the foregoing, Photronics expressly agrees that upon any such violation Micron may, at its option, (A) after notice and failure to cure pursuant to Section 14.1, terminate this Lease or (B) continue this Lease in effect until compliance by Photronics with its clean-up and removal covenant notwithstanding any earlier expiration date of the term of this Lease. No action by Micron hereunder shall impair the obligations of Photronics pursuant to this Article XV. Photronics acknowledges that incorporation of any material containing asbestos in any Building is absolutely prohibited. Photronics agrees that it shall not knowingly incorporate or permit or suffer to be incorporated any material containing asbestos into any Building. Photronics shall not be in breach of the foregoing covenant by virtue of any asbestos placed or caused to be placed in any Building by Micron, whether pursuant to the performance of Micron's obligations hereunder or otherwise. The parties acknowledge that Tenant will apply for a transfer covenants contained in this Article XV shall survive the expiration or any earlier termination of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitthis Lease.
Appears in 1 contract
Sources: Build to Suit Lease (Photronics Inc)
Hazardous Materials. (a) Tenant A. Contractor shall not, nor shall it permit or allow any Subcontractor or Sub-subcontractor to, bring any Hazardous Materials on the Site or the Off-Site Rights of Way and Easements and shall bear all responsibility and liability for such Hazardous Materials that are brought on the Site or the Off-Site Rights of Way and Easements by Contractor or its Subcontractors or Sub-subcontractors; provided that Contractor shall not have responsibility or liability for any such Hazardous Materials that Owner expressly permits in writing to remain on Site after Substantial Completion of Subproject 2; provided further that Contractor and its Subcontractors and Sub-subcontractors may bring onto the Site or the Off-Site Rights of Way and Easements such Hazardous Materials as are necessary to perform the Work so long as the same is done in compliance with Environmental Law, Applicable Codes and Standards, and the HSE Plan, and Contractor shall remain responsible and liable for all such Hazardous Materials; provided that Contractor shall not have responsibility or liability for any such Hazardous Materials that Owner expressly permits in writing to remain on Site after Substantial Completion of Subproject 2.
B. Owner hereby discloses to Contractor that certain portions of the Site or the Off-Site Rights of Way and Easements contain or may contain Pre-Existing Contamination. Owner acknowledges that: (i) will not conduct none of Contractor or its Subcontractors or Sub-subcontractors have created or contributed to the creation or existence of the Pre-Existing Contamination; and (ii) in the performance of the Work under this Agreement (to the extent that such performance is in compliance with the conditions and procedures required for performing Work in Controlled Areas (and the restrictions against entry into Prohibited Areas) as described in Attachment Y), none of Contractor or its Subcontractors or Sub-subcontractors are in any activity on the Premises that will use way responsible or produce liable for any Hazardous MaterialsPre-Existing Contamination or exacerbation thereof, except in either case for such activities that are both exacerbation for which Contractor is responsible under Section 3.17E of this Agreement. Contractor has no obligation to identify, characterize, manage, manifest, treat, store, remediate, remove, transport or dispose of any Pre-Existing Contamination.
C. Owner has disclosed to Contractor all material reports, studies and written Governmental Instrumentality documentation in Owner’s and its Affiliates’ possession regarding the location, character, scope and extent of Pre-Existing Contamination.
D. If Contractor or its Subcontractors or Sub-subcontractors encounters any Pre-Existing Contamination in the performance of Work, Contractor shall: (1i) part suspend the performance of the ordinary course of Tenant’s business activities and (2) conducted Work in accordance with all Environmental Lawsthe affected area; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business notify Owner immediately; and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premisesextent reasonably practicable, except continue working in the ordinary course non-affected areas. None of Tenant’s business and Contractor or its Subcontractors or Sub-subcontractors shall be required to resume Work in connection with such Pre-Existing Contamination or in any area affected thereby until Owner has: (i) obtained any required permits or other approvals related thereto; (ii) delivered to Contractor a written notice (x) specifying that any affected area is or has been rendered suitable for the resumption of Work in compliance with all Environmental LawsLaw or (y) specifying any special conditions under which such Work may be resumed in compliance with Environmental Law. If To the extent that any Hazardous Materials are brought such suspension adversely affects Contractor’s or found on the Premises in violation its Subcontractors’ or Sub-subcontractors’ cost or time for performance of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises Work in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this SectionAgreement, in which case Tenant Contractor shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforbe entitled to an appropriate Change Order pursuant to Section 6.2A.10.
E. If under such circumstances described in Section 3.17D Contractor or any of its Subcontractors or Sub-subcontractors fail to stop Work or notify Owner or fail to comply with the conditions and procedures required for performing Work in Controlled Areas (bor the restrictions against entry into Prohibited Areas) In connection with FoldRx’s discontinuance of occupancy of the Premisesas described in Attachment Y, FoldRx has (i) submitted Contractor shall be responsible and liable to Owner for all damages, costs, losses and expenses to the Radiation Control Program of extent such failure increases the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents damages, costs, losses and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication expenses with respect to such exacerbation of the existence of Hazardous Materials Pre-Existing Contamination at the Project in violation of Environmental Laws. The parties acknowledge Site; provided that Tenant will apply Contractor’s liability to Owner for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will such failure shall not take any action that would reduce the amount of flammable materials that can be stored exceed Twenty-Five Million U.S. Dollars (U.S.$25,000,000) in the Premises pursuant to such permitaggregate.
Appears in 1 contract
Sources: Fixed Price Separated Turnkey Agreement (Cheniere Energy Inc)
Hazardous Materials. (a) 38.1 Tenant (i) will hereby represents, warrants and covenants that it shall not conduct any activity on the Premises that will use install, cause or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of permit any Hazardous Materials except for storage to be placed or stored in or about the Premises or the Licensed Space in violation of any applicable environmental or other Legal Requirements; provided, that nothing herein shall prevent Tenant’s use of such materials that are both (1) reasonable amounts of Hazardous Materials customarily used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course operation of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation accordance with this Lease if such use is for such ordinary course of such operation or in connection with Alterations provided that, in either case, such use is in accordance with all Legal Requirements applicable to the above Building or the Premises or any part thereof, and Tenant’s observance of all provisions of this Section, Lease. For the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result avoidance of Tenant’s failure to comply with the foregoing provisionsdoubt, Tenant shall defend promptly notify the Landlord’s Director of Facilities if: (i) Tenant intends to change how it currently stores any Hazardous Material such that additional modifications or special treatment (including, without limitation, the installation of sprinklers or secondary containment) will be required at that portion of the Premises or the Licensed Space at which the Hazardous Material is present, (ii) Tenant intends to change any laboratory or pilot line equipment such that an environmental permit review by the Pennsylvania Department of Environmental Protection will be reasonably required, or (iii) there are any new instances of generating or storing any Hazardous Material; provided, however, that the foregoing shall not apply to small amounts of Hazardous Materials customarily used by Tenant in a laboratory and in accordance with all Legal Requirements applicable to the Building or the Premises or any part thereof. Tenant shall indemnify and hold Landlord harmless from all and against any claims, demands, actionslosses, liabilities, costspenalties and damages arising out of, expenses, damages and obligations of or in any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance way connected with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord mayinstallation, upon at least five (5) business days’ prior written notice to Tenant (placement, storage or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence release of Hazardous Materials used or installed by Tenant, Tenant’s employees, contractors or agents upon the Premises or the Licensed Space in violation of the above provisions terms of this Section Lease. If Tenant, or that Tenant has not complied with its employees, contractors or agents install, use, store or place Hazardous Materials in the requirements of this SectionPremises or the Licensed Space, in which case Tenant shall reimburse Landlord for be obligated to remove and dispose of said Hazardous Materials in compliance with all Legal Requirements. This covenant shall survive the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for expiration or earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
38.2 As used herein, the term “Hazardous Materials” shall be any petroleum product, asbestos product, or any other material, substance or waste that is now, or hereafter during the Term, recognized as being hazardous or dangerous to health or the environment by any federal, state or local agency having jurisdiction over the Building (c) Landlord represents to Tenant including, without limitation, any material, substance or waste that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitbeen classified as hazardous under 29 CFR § 1910.1200).
Appears in 1 contract
Hazardous Materials. Except for ordinary and general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (a) Tenant (i) will not conduct any activity on the Premises that will use some or produce any all of which may constitute "Hazardous Materials" as defined in this Lease), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will Tenant agrees not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If Building, the Common Areas or any Hazardous Materials are brought or found on the Premises in violation other portion of the above provisions of this Section, the same shall be immediately removed Project by Tenant, with proper disposalits agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsabsolute discretion. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply Concurrently with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date execution of this Lease, Tenant shall agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit "G" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, employees, agents, successors and assigns (collectively, "Landlord Indemnified Parties") from the Premises and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier settlement of the date Tenant vacates the Premises claims, attorneys' fees, consultant fees and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5expert fees and court costs) business days’ prior written notice to Tenant (which arise or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require result from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation on, in, under or about the Premises, the Building or any other portion of the above Project and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the premises to inspect, investigate, sample and/or monitor the premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials. As used in this Lease, the term "Hazardous Materials" shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this Section Subparagraph 8(c) will survive the expiration or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (aA) Tenant (i) will not conduct any activity on the Premises that will use or produce any No Hazardous Materials, except for such activities that are both (1) part as defined herein, shall be Handled, as also defined herein, upon, about, above or beneath the Premises or any portion of the ordinary course Building by or on behalf of Tenant, its subtenants or its assignees, or their respective contractors, clients, officers, directors, employees, agents, or invitees. Any such Hazardous Materials so Handled shall be known as Tenant’s Hazardous Materials. Notwithstanding the foregoing, normal quantities of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) customarily used in the ordinary course conduct of general administrative and executive office activities (e.g., copier fluids and cleaning supplies) may be Handled at the Premises without Landlord’s prior written consent. Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to shall be brought onto the Premises, except in the ordinary course of Tenant’s business and Handled at all times in compliance with the manufacturer’s instructions therefor and all applicable Environmental Laws. If any Hazardous Materials are brought or found on , as defined herein.
(B) Notwithstanding the Premises in violation obligation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken Tenant to indemnify Landlord pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsthis Lease, Tenant shall defend shall, at its sole cost and hold expense, promptly take all actions required by any Regulatory Authority, as defined herein, or necessary for Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the to make full economic use of the Premises or any portion of the Building, which requirements or necessity arises from the Handling of Tenant’s Hazardous Materials upon, about, above or beneath the Premises or any portion of the Building. Such actions shall include, but not be limited to, the investigation of the environmental condition of the Premises or any portion of the Building, the preparation of any feasibility studies or reports and the performance of any cleanup, remedial, removal or restoration work. Tenant shall take all actions necessary to restore the Premises or any portion of the Building to the condition according to the standards for remediation allowable under applicable Environmental Laws. Tenant shall nevertheless obtain Landlord’s written approval prior to undertaking any actions required by Tenant this Section, which approval shall not be unreasonably withheld so long as such actions would not potentially have a material adverse long-term or its Invitees Tenant will maintain short-term effect on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies any portion of the MSDS’s for such materialsBuilding.
(C) Tenant agrees to execute affidavits, representations, and shall deliver such list and MSDS copies the like from time to Landlord upon time at Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date stating Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises actual knowledge and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal belief regarding the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of on the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. 8.3.1. Without limiting the generality of any other provisions contained in this Lease, Tenant covenants and agrees that Tenant and its Transferees (defined below), and their respective agents, employees, representatives, contractors and invitees (collectively, “Tenant Parties”) shall not bring into, generate, release, discharge, use, store, maintain, dispose of or otherwise transport (collectively, “Use”) any Hazardous Materials (defined below) upon, in, beneath, about to or from the Premises or the Project or any groundwater thereunder or soil or surface water thereabout. The foregoing prohibition shall not extend to the use, storage and/or disposal of substances typically found or used in general office applications, so long as all of the following conditions are satisfied: (a) Tenant (i) will not conduct any activity on such substances are used and stored only in such quantities as are reasonably necessary for Tenant’s Permitted Use in the Premises (provided, that will use no asbestos or produce asbestos containing materials or lead based paint shall be incorporated into the Premises or any Hazardous MaterialsLeasehold Improvements (defined below)); (b) such substances are used, except for such activities that are both (1) part stored and disposed of strictly in accordance with the ordinary course of Tenantmanufacturer’s business activities instructions therefor and (2) conducted in accordance with all Environmental the applicable Hazardous Material Laws (as defined below), and without constituting or causing a release or discharge thereof; and (c) such substances are removed from the Building and the Premises (regardless of whether any Laws require removal), in compliance with all Hazardous Material Laws and this Lease at Tenant’s sole cost and expense, on or before the expiration or earlier termination of this Lease.
8.3.2. As used in this Lease, “Hazardous Materials” means: (a) any material or substance: (i) which is defined or becomes defined as a “hazardous substance”, “hazardous waste,” “infectious waste,” “chemical mixture or substance,” or “air pollutant” under any Hazardous Materials Laws; (ii) will not use the Premises in containing petroleum, crude oil or any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Lawsfraction thereof; (iii) will not install any underground tanks of any typecontaining polychlorinated biphenyls (PCB’s) or urea formaldehyde; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought which constitutes asbestos or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during asbestos-containing material; (v) which is radioactive; or after the Lease Term the Premises are found to be so contaminated (vi) which is infectious; or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance any other material or substance displaying toxic, reactive, ignitable or corrosive characteristics, as all such terms are used in their broadest sense. “Hazardous Material Laws” means and includes all now and hereafter existing statutes, laws, ordinances, codes, regulations, rules, rulings, orders, decrees, directives, policies and requirements by any federal, state or local governmental authority regulating, relating to, or imposing liability or standards of occupancy of conduct concerning public health and safety or the Premisesenvironment, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19including, 2011 terminating License No 55-0558 (collectivelywithout limitation, the “Decommissioning Materials”Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (42 U.S.C. Section 9601 et seq.), Resource Conservation and Recovery Act, as amended (42 U.S.C. Section 6901 et seq.), and California Health and Safety Code (Sections 25100, 25249.5, 25316 and 39000, et seq. Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Leaseeach case).
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (aA) Tenant (i) will not conduct any activity on the Premises that will use or produce any No Hazardous Materials, except for such activities that are both (1) part as defined herein, shall be Handled, as also defined herein, upon, about, above or beneath the Premises or any portion of the ordinary course Building by or on behalf of Tenant, its subtenants or its assignees, or their respective contractors, clients, officers, directors, employees, agents, or invitees. Any such Hazardous Materials so Handled shall be known as Tenant’s Hazardous Materials. Notwithstanding the foregoing, normal quantities of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) customarily used in the ordinary course conduct of general administrative and executive office activities (e.g., copier fluids and cleaning supplies only) may be Handled at the Premises without Landlord’s prior written consent. Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to shall be brought onto the Premises, except in the ordinary course of Tenant’s business and Handled at all times in compliance with the manufacturer’s instructions therefor and all applicable Environmental Laws. If any Hazardous Materials are brought or found on , as defined herein.
(B) Notwithstanding the Premises in violation obligation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken Tenant to indemnify Landlord pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsthis Lease, Tenant shall defend shall, at its sole cost and hold expense, promptly take all actions required by any Regulatory Authority, as defined herein, or necessary for Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the to make full economic use of the Premises or any portion of the Building, which requirements or necessity arises from the Handling of Tenant’s Hazardous Materials upon, about, above or beneath the Premises or any portion of the Building. Such actions shall include, but not be limited to, the investigation of the environmental condition of the Premises or any portion of the Building, the preparation of any feasibility studies or reports and the performance of any cleanup, remedial, removal or restoration work. Tenant shall take all actions necessary to restore the Premises or any portion of the Building to the condition existing prior to the introduction of Tenant’s Hazardous Materials, notwithstanding any less stringent standards or remediation allowable under applicable Environmental Laws. Tenant shall nevertheless obtain Landlord’s written approval prior to undertaking any actions required by Tenant this Section, which approval shall not be unreasonably withheld so long as such actions would not potentially have a material adverse long-term or its Invitees Tenant will maintain short-term effect on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereofPremises, together with copies any portion of the MSDS’s for such materialsBuilding or any other tenants of the Building.
(C) Tenant agrees to execute affidavits, representations, and shall deliver such list and MSDS copies the like from time to Landlord upon time at Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date stating Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises best knowledge and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal belief regarding the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of on the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) 32.1 In addition to its other obligations under this Lease, Tenant (i) will not conduct any activity on the Premises that will use or produce any covenants to comply with all laws relating to Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance as defined below, with all Environmental Laws; (ii) will not use respect to the Premises and the Building. Tenant shall have the right to use general office supplies typically used in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used an office area in the ordinary course of business (such as copier toner, liquid paper, glue, ink and cleaning solvents) and items typically used in a comparable telecommunications business, provided that Tenant uses them in the manner for which they were designed and only in accordance with all Hazardous Materials laws and the highest standards prevailing in the industry for such use, and then only in such amounts as may be normal for the office business operations or telecommunications operations conducted by Tenant on the Premises. Except as provided in the preceding sentence, neither Tenant nor any of Tenant’s business and agents, employees, contractors, subtenants, assignees, licensees, invitees, successors, or representatives (2“Tenant’s Parties”) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks shall use, handle store or dispose of any type; and (iv) will not permit any Hazardous Materials to be brought onto in, on, under or about the Premises, except in the ordinary course Building or the site on which the Building is located. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises, Building and site to the condition existing prior to the introduction of Tenant’s business and in compliance with all Environmental Laws. If any such Hazardous Materials are brought by Tenant or found on the Premises in violation any Tenant Parties, provided Landlord’s approval of the above provisions of this Section, the same such actions shall first be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsobtained. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsFurthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Material.
32.2 Tenant’s obligations under Section 27.2 to indemnify, defend and hold Landlord harmless from and against certain Claims shall be deemed to include, without limitation, any and all claims, demands, actions, liabilities, Claims (as defined in Section 27.2) relating in any way to investigation and clean-up costs, expensesattorneys’ fees, damages consultant fees and obligations court costs that arise during or after the term of any nature arising from or this Lease as a result of the use breach of any of the Premises by obligations and covenants set forth in this Section 32, or relating in any way to any contamination of the Premises, Building or site directly or indirectly arising from the activities of Tenant or its Invitees any Tenant will maintain on Parties. Tenant’s obligations under the Premises a list preceding sentence shall survive the expiration or earlier termination of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers this Lease as to any matters arising prior to such expiration or manufacturers thereof, together with copies termination or prior to Tenant’s vacation of the MSDS’s for such materialsBuilding.
32.3 For purposes of this Lease, the term “Hazardous Materials” shall mean, collectively, asbestos, any petroleum fuel, and shall deliver such list any hazardous or toxic substance, material or waste which is or becomes regulated or defined as hazardous or toxic by any local governmental authority, the State of California or the United States Government, including, but not limited to, any material or substance defined as hazardous or toxic under the Comprehensive Environmental Response, Compensation and MSDS copies to Landlord upon Landlord’s request thereforLiability Act, 42 U.S.C. § 9601, et seq.; the Resource Conservation and Recovery Act, 42 U.S.C. Sections 6901, et seq.; the Toxic Substances Control Act, 15 U.S.C. Sections 2601, et seq.; the Federal Water Pollution Control Act, 33 U.S.C. Sections 1251, et seq.; the California Hazardous Substance Account Act, California Health and Safety Code Sections 25330, et seq.; the California Hazardous Waste Control Act, California Health and Safety Code Sections 25100, et seq.; the California Safe Drinking Water and Toxic Health Enforcement Act, California Health and Safety Code Sections 25249.5, et seq.; California Health and Safety Code Sections 25280, et seq. Except for (Underground Storage of Hazardous Substances); the California Hazardous Waste Treatment Reform Act, California Health and Safety Code Sections 25179.1, et seq.; California Health and Safety Code Sections 25501, et seq. (Hazardous Materials Release Response Plans and Inventory); Petroleum Underground Storage Tank Cleanup, Health and Safety Code Sections 25299.10, et seq.; and the ▇▇▇▇▇▇-Cologne Water Quality Control Act, California Water Code Sections 13000, et seq., as such laws may be amended from time to time.
32.4 Tenant acknowledges that existed in or on the Premises as of the date of execution of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier certain portions of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice Office Building contain asbestos containing materials as described in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference asbestos reports on file with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished been advised that these materials are non-friable and do not represent a copy health risk. Landlord agrees that the costs of asbestos removal work in the Decommissioning Materials to Tenant. Tenant Building shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents charged to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request or included in the Building’s Operating Costs for information or similar communication with respect to the existence purposes of Hazardous Materials at the Project in violation of Environmental Lawscalculating Tenant’s obligations for rent escalations under Section 4 above. The parties acknowledge that preceding sentence shall not apply to costs for such work necessitated by the acts or omissions of Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application or Tenant’s Parties (as defined in Section 32.1), including but not limited to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitalteration work undertaken by Tenant.
Appears in 1 contract
Sources: Lease (Equinix Inc)
Hazardous Materials. (a) Landlord represents to Tenant (i) will not conduct any activity on that to Landlord’s knowledge, as of the Commencement Date, the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part shall be free of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials that would violate Requirements except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business as disclosed pursuant to Exhibit EXISTING CONDITIONS and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials introduced to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees any Tenant will maintain on Party. In furtherance of, and not in limitation of, the Premises foregoing, Landlord discloses to Tenant, and Tenant acknowledges such disclosure, that the interior of a list of all materials stored at non-operational boiler which shall remain in the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies basement of the MSDS’s for such Building contains asbestos-containing materials. Landlord further represents to Tenant that, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant there are no CFC-based refrigerants in the Building’s base building HVAC system. Landlord shall be responsible, at its sole cost and expense, to remove all or remediate (or cause the removal or remediation of) any Hazardous Materials from (i) found in the Building during the performance of the Landlord’s Work (except to the extent the responsibility of Tenant as provided below) solely to the extent such Hazardous Materials are existing in the Premises in accordance with violation of Landlord’s representation set forth in the applicable standard first sentence of this paragraph or (ii) introduced to the Premises by Landlord after the Commencement Date and during the Lease Term, to the extent required by Requirements. Tenant shall not use, handle, transport, store, or dispose of any oil, hazardous or toxic substances, materials or wastes (collectively “Hazardous Materials”) in, under, on or about the Environmental Laws Premises, the Building and/or the Lot except for premises with a laboratory use before the earlier of the date Tenant vacates the Premises usual and the date Tenant’s right to possess the Premises ends. Landlord maycustomary office products such as toner or cleaners which contain Hazardous Materials; provided, upon at least five that (5i) business days’ prior written notice to Tenant (or a shorter period of prior written notice such cleansers, office supplies and products are ordinarily and customarily used in the case ordinary course of emergencies)first-class business offices and (ii) any such use is in strict compliance with all applicable Requirements. Without limiting the foregoing, enter any Hazardous Materials in the Premises Premises, and conduct environmental inspections and tests therein as it may reasonably require from time to timeall containers therefor, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expenseused, unless they reveal kept, stored and disposed of with due care and in conformity with all applicable Requirements. If the presence transportation, storage, use, handling, or disposal of Hazardous Materials in violation the Premises, the Building, the Lot or anywhere on the Property arising out of or resulting from the acts or omissions of Tenant or its agents, employees, contractors, invitees, guests or others acting by, through or under Tenant, or Tenant’s use of the above Premises, results in (1) contamination of the soil, air, surface or ground water or (2) loss, damage or harm to person(s) or property, then Tenant agrees (i) to notify Landlord immediately of any contamination, claim of contamination, loss or damage, (ii) after consultation with and approval by Landlord, to clean up all contamination in full compliance with all applicable statutes, regulations and standards, and (iii) to indemnify, defend and hold Landlord harmless from and against any claims, suits, causes of action, costs and fees, including, without limitation, reasonable attorneys’ fees, arising from or connected with any such contamination, claim of contamination, loss or damage. The provisions of this Section 5.7 shall survive the expiration or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) . No consent or approval of Landlord represents to Tenant that shall in any way be construed as imposing upon Landlord has not received any written noticeliability for the means, demandmethods, claimor manner of removal, citation, complaint, request containment or other compliance with applicable Requirements for information or similar communication and with respect to the existence foregoing. The terms of this Section 5.7 shall apply to any transportation, handling, storage, use or disposal of Hazardous Materials at the Project in violation irrespective of Environmental Laws. The parties acknowledge that whether Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permithas obtained Landlord’s consent therefor.
Appears in 1 contract
Sources: Lease Agreement (LogMeIn, Inc.)
Hazardous Materials. Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any "Hazardous Material" (as defined below) upon or about the Property, or permit Tenant's employees, agents, contractors, and other occupants of the Premises to engage in such activities upon or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from and use, storage, maintenance and handling, within, the Premises of substances customarily used in offices (or such other business or activity expressly permitted to be undertaken in the Premises under Article 5), provided: (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except such substances shall be used and maintained only in such quantities as are reasonably necessary for such activities that are both (1) part permitted use of the ordinary course of Tenant’s business activities and (2) conducted Premises, strictly in accordance with all Environmental Laws; applicable Law and the manufacturers' instructions therefor, (iib) will such substances shall not use be disposed of, released or discharged on the Property, and shall be transported to and from the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental applicable Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures as Landlord shall reasonably require, (c) if any applicable Law or Landlord's trash removal contractor requires that any such substances be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result disposed of Tenant’s failure to comply with the foregoing provisionsseparately from ordinary trash, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored make arrangements at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s Tenant's expense for such materialsdisposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall deliver ensure that disposal occurs frequently enough to prevent unnecessary storage of such list substances in the Premises, and MSDS copies to Landlord (d) any remaining such substances shall be completely, properly and lawfully removed from the Property upon Landlord’s request therefor. Except for Hazardous Materials that existed in expiration or on the Premises as of the date earlier termination of this Lease, . Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. promptly notify Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has of: (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19any enforcement, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal cleanup or remediation of other regulatory action taken or threatened by any radioactive material in governmental or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication regulatory authority with respect to the existence presence of any Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.Material on
Appears in 1 contract
Sources: Lease Agreement (Infocure Corp)
Hazardous Materials. (a) 31.1 In addition to its other obligations under this Lease, Tenant (i) will not conduct any activity on the Premises that will use or produce any covenants to comply with all laws relating to Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance as defined below, with all Environmental Laws; (ii) will not use respect to the Premises and the Building. Tenant shall have the right to use general office supplies typically used in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used an office area in the ordinary course of business (such as copier toner, liquid paper, glue, ink and cleaning solvents) and items typically used in a comparable telecommunications business, provided that Tenant uses them in the manner for which they were designed and only in accordance with all applicable laws and regulations and the standards prevailing in the industry for such use, and then only in such amounts as may be normal for the office business operations or telecommunications operations conducted by Tenant on the Premises. Except as provided in the preceding sentence, neither Tenant nor any of Tenant’s business and agents, employees, contractors, subtenants, assignees, licensees, invitees, successors, or representatives (2“Tenant’s Parties”) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks shall use, handle store or dispose of any type; and (iv) will not permit any Hazardous Materials to be brought onto in, on, under or about the Premises, except in the ordinary course Building or the site on which the Building is located. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises, Building and site to the condition existing prior to the introduction of Tenant’s business and in compliance with all Environmental Laws. If any such Hazardous Materials are brought by Tenant or found on the Premises in violation any Tenant Parties, provided Landlord’s approval of the above provisions of this Section, the same such actions shall first be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsobtained. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsFurthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Material.
31.2 Tenant’s obligations under Section 26.2 to indemnify, defend and hold Landlord harmless from and against certain Claims shall be deemed to include, without limitation, any and all claims, demands, actions, liabilities, Claims (as defined in Section 26.2) relating in any way to investigation and clean-up costs, expenseslegal costs, damages professional charges and obligations consultant fees that arise during or after the term of any nature arising from or this Lease as a result of the use breach of any of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, obligations and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed covenants set forth in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section 31, or that Tenant has not complied with the requirements of this Section, relating in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy any way to any contamination of the Premises, FoldRx has (i) submitted Building or site directly or indirectly arising from the activities of Tenant or any Tenant Parties. Tenant’s obligations under the preceding sentence shall survive the expiration or earlier termination of this Lease as to any matters arising prior to such expiration or termination or prior to Tenant’s vacation of the Building. Tenant’s obligations under this Section 31 shall not include responsibility for conditions in existence prior to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date commencement of this Lease.
31.3 For purposes of this Lease, the term “Hazardous Materials” shall mean, collectively, asbestos, any petroleum fuel, and any hazardous or toxic substance, arms or ammunition, gun powder, salt-▇▇▇▇▇, petroleum, liquefied petroleum gas, butane gas, kerosene, other explosive or dangerous hazardous or prohibited goods within the meaning of the Dangerous Goods Ordinance (cCap.295) Landlord represents and the regulations made thereunder or any statutory modification or re-enactment which from time to Tenant that Landlord has time in force. Notwithstanding the foregoing, fuel for Tenant’s backup power generators (whether petroleum, liquefied petroleum gas or otherwise) shall not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of be construed as Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitMaterials.
Appears in 1 contract
Sources: Lease (Equinix Inc)
Hazardous Materials. (a) Tenant shall keep the demised premises free of Hazardous Materials (i) will as hereinafter defined), except as is typical for Tenant's then use which initially shall include, without limitation, the maintenance of vehicles with the attendant storing and using of oil, greases, solvents, etc., and the storing of waste materials derived therefrom, and it is understood that trucks and vehicles stored and/or parked on or in the demised premises may have fuel oil in such truck or vehicle, but Tenant shall be in all respects responsible for compliance with all laws and regulations pertaining to such fuel oil, greases, solvents, etc. and the storing of such waste materials as a Hazardous Material and for the indemnification of Landlord and Landlord's representatives with respect thereto as further provided in this paragraph (a). Without limiting the foregoing, Tenant shall not conduct cause or permit the demised premises or any activity on the Premises that will use part thereof to be used to generate, manufacture, refine, produce or produce any process Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premisesnor shall Tenant cause or permit, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with any intentional or unintentional act or omission on the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations part of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises any permitted subtenants or contractors or other invitees, in each case, of Tenant, a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence release of Hazardous Materials in violation of or onto the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case demised premises. Tenant shall reimburse Landlord for comply with, and ensure compliance by any permitted subtenant or contractors or other invitees of Tenant with, all applicable federal, state and local laws, ordinances, rules and regulations relating to Hazardous Materials, by whomever triggered, and shall obtain and comply with, and ensure that all permitted subtenants or contractors or other invitees of Tenant comply with, any and all approvals, registrations or permits required thereunder. In addition, Tenant shall comply with and ensure compliance by all permitted subtenants or contractors or other invitees of Tenant with, all federal, state and local laws and regulations applicable to the reasonable cost thereof within ten (10) days after Landlord’s request therefordemised premises dealing with asbestos.
(b) In connection with FoldRx’s discontinuance Tenant hereby covenants and agrees that Tenant shall defend, indemnify, and hold harmless Landlord and Landlord's representatives from and against any claims, demands, penalties, fines, liabilities, settlements, damages, costs, or expenses of occupancy of the Premiseswhatever kind or nature, FoldRx has known or unknown, contingent or otherwise, including, without limitation, reasonable attorneys' and experts' fees, arising out of, or in any way related to (i) submitted to the Radiation Control Program presence, disposal, release, or threatened release of any Hazardous Materials on, in or from the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and demised premises, (ii) obtained any personal injury (including, without limitation, wrongful death) or property damage (real or personal) arising out of or related to such Hazardous Materials; (iii) any lawsuit brought or threatened, settlement reached, or government order relating to such Hazardous Materials, and/or (iv) any violation of laws, orders, regulations, requirements 66 or demands of governmental authorities, which are based upon or in any way related to such Hazardous Materials, including, without limitation, attorney and expert fees, investigation and laboratory fees, court costs, and litigation expenses. The foregoing covenant by Tenant to indemnify and hold harmless Landlord and its representatives shall not apply if Tenant establishes that neither it nor its invitees, contractors or permitted sublessees introduced or caused the presence, disposal, release or threatened release of such Hazardous Materials on, in or from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Leasedemised premises.
(c) Landlord represents to Tenant that Landlord has not received For the purpose of this Section 20.01, the term "Hazardous Materials" shall mean (i) any written noticesolid or liquid wastes (including hazardous wastes), demandhazardous air pollutants, claimhazardous substances (including asbestos, citationpolychlorinated biphenyls and petroleum), complainthazardous chemical substances and mixtures, request for information or similar communication with respect to toxic substances, pollutants and contaminants, as such terms are defined in the existence National Environmental Policy Act (42 U.S.C. ss. 4231 et seq.), the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (42 U.S.C. Sections 9601 et seq.), as amended by the Superfund Amendments and Reauthorization Act of 1986 ("CERCLA"), the Resource Conservation and Recovery Act (42 U.S.C. ss. 6901 et seq.), as amended by the Hazardous and Solid Waste Amendments of 1984, the Hazardous Materials at Transportation Act, the Project Toxic Substances Control Act, the Clean Water Act (33 U.S.C. ss. 1321 et seq.), the Clean Air Act, the Occupational Safety and Health Act (29 U.S.C. ss. 651 et seq.), Article 30 of the New York State Labor Law, and/or in violation any regulations promulgated pursuant thereto, and/or in any other applicable federal, state or local law, rule, regulation or ordinance governing hazardous or toxic substances and (ii) any substance, water or material which has been determined by any federal, state or local government authority to be capable of posing a risk of injury to health, safety or property, including, but not limited to, all of those materials, wastes and substances designated as hazardous or toxic by the United States Environmental Laws. The parties acknowledge that Tenant will apply for a transfer Protection Agency, the United States Department of its existing 2012 Flammable Materials Permit from Labor, the City United States Department of Cambridge Fire Department for application Transportation and/or any other federal, state or local governmental agency now or hereafter authorized to the Premises. Landlord will not take any action that would reduce the amount of flammable regulate materials that can be stored and substances in the Premises pursuant to such permitenvironment.
Appears in 1 contract
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except Except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in connection with Tenant's business conducted from the Premises, including ordinary course and general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (some or all of Tenant’s business and (2) properly stored which may constitute "HAZARDOUS MATERIALS" as defined in a manner and location satisfying all Environmental Laws; (iii) will this Lease), Tenant agrees not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the Premises, except the Building, the Common Areas or any other portion of the Project by Tenant, its agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, "TENANT'S PARTIES"), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, employees, agents, successors and assigns (collectively, "LANDLORD INDEMNIFIED PARTIES") from and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees and court costs, but specifically excluding special, indirect or consequential damages including but not limited to claims for loss of use, anticipated profit or business opportunity, market-based stigma damages or business interruption, or mental or emotional distress or fear of injury or disease) which arise or result from the presence of Hazardous Materials on, in, under or about the Premises, the Building or any other portion of the Project and which are caused or permitted by Tenant or any of Tenant's Parties. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the ordinary course Premises, the Building or any other portion of the Project which Tenant becomes aware of during the Term of this Lease, whether caused by Tenant or any other persons or entities. In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s business 's Parties, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord's mortgagee(s). At all times during the Term of this Lease, Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with all Environmental Lawsthe terms of this Lease regarding Hazardous Materials. If As used in this Lease, the term "HAZARDOUS MATERIALS" shall mean and include any Hazardous Materials are brought hazardous or found on the Premises in violation toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the above State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, urea formaldehyde foam insulation, polychlorinated biphenyls ("PCBs"), and freon and other chlorofluorocarbons. The provisions of this SectionSection 6.4 will survive the expiration or earlier termination of this Lease. Landlord represents to Tenant that, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises 's actual knowledge as of the date of this LeaseLandlord's delivery of the Premises to Tenant, Tenant shall remove all the Building does not, except as may be disclosed in the April 28, 1996 Phase I Environmental Assessment Report No. 889-6E060 prepared by Professional Services Industries, Inc., contain Hazardous Materials from the Premises in accordance with the applicable standard required levels in excess of those permitted by the Environmental Laws for premises with a laboratory use before the earlier Hazardous Materials laws existing as of the date Tenant vacates of Landlord's delivery of the Premises and the date to Tenant’s right to possess the Premises ends. Landlord mayshall indemnify, upon at least five defend and hold harmless Tenant from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (5including, without limitation, sums paid in settlement of claims and for reasonable attorneys' fees, consultant fees and expert fees, (but specifically excluding special, indirect or consequential damages including but not limited to claims for loss of use, anticipated profit or business opportunity, market-based stigma damages or business interruption, or mental or emotional distress or fear of injury or disease) business days’ prior written notice to Tenant (or the extent arising as a shorter period result of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of any Hazardous Materials in violation (1) located in, on, under or about the Building and/or Project as of the above provisions commencement of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of Tenant's occupancy of the Premises, FoldRx has or (i2) submitted hereafter caused to be located in, on, under or about the Radiation Control Program Building and/or Project by Landlord and/or any of Landlord's employees, agents or representatives or other tenants of the Department Project. This indemnification of Public Health Tenant by Landlord includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work. The covenants of Landlord under this Section 6.5 shall survive the expiration of the Commonwealth of Massachusetts a request for Term or earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect . Notwithstanding anything above to the existence of contrary, the foregoing indemnity shall not extend to Hazardous Materials at caused to be located in the Building and/or the Project in violation by Tenant or any of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitTenant's Parties.
Appears in 1 contract
Hazardous Materials. (a1) Tenant agrees that Tenant, its agents contractors, licensees or invitees shall not handle, manufacture, store or dispose of any flammables, explosives, radioactive materials, hazardous wastes or materials, toxic wastes or materials, or other similar substances, petroleum products or derivatives (collectively "Hazardous Materials") on, under, or about the Premises, without Landlord's prior written consent (which consent shall not be unreasonably withheld as long as Tenant demonstrates and documents to Landlord's reasonable satisfaction (i) that such Hazardous Materials (A) are necessary or useful to Tenant's business; and (B) will not conduct any activity be used AND, kept in or about the Premises; and (ii) that Tenant will give all required notices concerning the presence in or on the Premises or the release of such Hazardous Materials from the Premises) provided that will Tenant may handle, store, use or produce any of dispose of products containing small quantities of Hazardous Materials, except which products are of a type customarily found in offices and households (such as aerosol cans containing insecticides, toner for copies, paints, paint remover, and the like and provided further that Tenant shall handle, store, use and dispose of any such activities that are both (1) part of Hazardous Materials in a safe and lawful manner and shall not allow such Hazardous Materials to contaminate the ordinary course of Tenant’s business activities and Premises or the environment. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, TENANT IN CONNECTION WITH ITS BUSINESS OPERATIONS, MAY HANDLE, STORE OR USE PRODUCTS WHICH MAY BE CONSIDERED HAZARDOUS MATERIAL SUCH AS RUBBING ALCOHOL OR OTHER PRODUCTS RELATED TO DRUG WHOLESALE DISTRIBUTION ON THE PREMISES.
(2) conducted in accordance Tenant further agrees that Tenant will not permit any substance KNOWN TO TENANT WHICH IS suspected of causing cancer or reproductive toxicity to come into contact with groundwater under the Premises. Any such substance coming into contact with groundwater shall be considered a Hazardous Material for purposes of this Paragraph 9.
(i) Notwithstanding the provisions hereinabove Tenant covenants to comply with the use restrictions shown on the attached Hazardous Materials Exhibit. Tenant's business and operations, and more especially its handling, storage, use and disposal of Hazardous Materials shall at all times comply with all Environmental Laws; applicable laws pertaining to Hazardous Materials. Tenant shall secure and abide by all permits necessary for Tenant's operations on the Premises. Tenant shall give or post all notices required by all applicable laws pertaining to Hazardous Materials. If Tenant shall at any time fail to comply with this Paragraph 9, Tenant shall immediately notify Landlord in writing of such noncompliance.
(ii) will not use the Premises in any manner for the storage Tenant shall provide Landlord with copies of any Hazardous Materials except for storage of such materials that are both Material Safety Data Sheets (1as required by the Occupational Safety and Health Act) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit relating to any Hazardous Materials to be brought onto used, kept, or stored at or on the Premises, except at least thirty (30) days prior to the first use, placement, or storage of such Hazardous material on the Premises. Landlord shall have ten (10) days following delivery of such Material Safety Data Sheets to approve or forbid, in its sole discretion subject to the ordinary course limitation contained in Paragraph (9) above, such use, placement, or storage of Tenant’s business and in compliance with all Environmental Laws. If a Hazardous Material on the Premises.
(iii) SUBJECT TO PARAGRAPH 9(1) ABOVE Tenant shall not store any Hazardous Materials are brought or found hazardous waste on the Premises for more than 90 days; "hazardous waste" having the meaning given it by the Resource Conservation and Recovery Act of 1976, as amended. Tenant shall not install any underground or above ground storage tanks on the Premises. Tenant shall not dispose of any Hazardous Material in violation the Premises without the prior written consent of Landlord.
(iv) Any increase in the above provisions premiums for necessary insurance on the Building which arises from Tenant's use or storage of this Section, the same Hazardous Materials shall be immediately removed by solely at Tenant's expense. Tenant shall procure and maintain at its sole expense such additional insurance as may be necessary to Comply with any requirement of any Federal, with proper disposalState or local governmental agency relating to Tenant's use, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. storage or disposal of Hazardous Material in or from the Premises.
(4) If at any time during or after the Lease Term Landlord, in its sole discretion, believes that the Premises are found to be so or the environment have become contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on must be removed under the laws of the state where the Premises as is located, in breach of the date provisions of this Lease, Tenant shall remove all Hazardous Materials from the Premises Landlord, in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates addition to its other rights under this Lease, may AFTER NOTICE TO TENANT (EXCEPT IN EMERGENCIES) enter upon the Premises and obtain samples from the date Tenant’s right Premises, including without limitation the soil and groundwater under the Premises, for the purposes of analyzing the same to possess determine whether and to what extent the Premises endsor the environment have become so contaminated. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after costs of any inspection, sampling and analysis that discloses contamination for which Tenant is liable under the terms of this Lease. Tenant may not perform any sampling, testing, or drilling to locate any Hazardous Materials on the Premises without Landlord’s request therefor's prior written consent.
(b5) Without limiting the above, Tenant shall, reimburse, defend, indemnify and hold Landlord harmless from and against any and all claims, losses, liabilities, damages, costs and expenses, including without limitation, loss of rental income, loss due to business interruption, and attorneys fees and costs, arising out of or in any way connected with the use, manufacture, storage, or disposal of Hazardous Materials by Tenant, its agents or contractors on, under or about the Premises including, without limitation, the costs of any required or necessary investigation, repair, cleanup, or detoxification and the preparation of any closure or other required plans in connection therewith, whether voluntary or compelled by governmental authority. The indemnity obligations of Tenant herein contained shall survive any termination of this Lease. At Landlord's option, Tenant shall perform any required or necessary investigation, repair, cleanup or detoxification of the Premises CAUSED BY TENANT'S USE, STORAGE, RELEASE OR DISPOSAL OF HAZARDOUS MATERIALS. In connection such case, Landlord shall have the right, in its sole discretion, to approve all plans, consultants, and cleanup standards. Tenant shall provide Landlord on a timely basis with FoldRx’s discontinuance (i) copies of all documents, reports, and communications with governmental authorities; and (ii) notice and an opportunity to attend all meetings with regulatory authorities. Tenant shall comply with all notice requirements and Landlord and Tenant agree to cooperate with governmental authorities seeking access to the Premises for purposes of sampling or inspection. No disturbance of Tenant's use of the Premises resulting from activities conducted pursuant to this paragraph shall constitute an actual or constructive eviction of Tenant from the Premises.
(6) Notwithstanding anything set forth in this Lease, Tenant shall only be responsible for contamination of Hazardous Materials or any cleanup resulting directly therefrom, resulting directly from matters occurring or Hazardous Materials deposited BY TENANT (other than by contractors, agents or representatives controlled by Landlord) during the Term, and any other period of time during which Tenant is in actual or constructive occupancy of the Premises, FoldRx has . Tenant AND LANDLORD shall take reasonable precautions to prevent the contamination of the Premises with Hazardous Materials by third parties.
(7) It shall not be unreasonable for Landlord to withhold its consent to any proposed assignment or sublease if (i) submitted to the Radiation Control Program proposed assignee's or sublessee's anticipated use of the Department Premises involves the generation, storage use, treatment or disposal of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and Hazardous Materials; (ii) obtained the proposed assignee or sublessee has been required by any prior landlord, lender, or governmental authority to take remedial action in connection with Hazardous Materials contaminating a property if the contamination resulted from the Radiation Control Program such assignee's or sublessee's actions or use of the Department property in question; or (iii) the proposed assignee or sublessee is subject to an enforcement order issued by any governmental authority in connection with the use, disposal or storage of Public Health a Hazardous Material.
(8) Any of Tenant's insurance insuring against claims of the Commonwealth type dealt with herein shall be considered primary coverage for claims against the Building arising out of Massachusetts an Amendment No. 04 dated October 19or under this Paragraph 9.
(9) In the event of (i) any transfer of Tenant's interest under this Lease, 2011 terminating License No 55-0558 or (collectivelyii) the termination of this Lease, by lapse of time or otherwise, Tenant shall be solely responsible for compliance with any and all then effective federal, state or local laws concerning (i) the “Decommissioning Materials”). Landlord has furnished a copy physical condition of the Decommissioning Premises, or (if) the presence of Hazardous or toxic Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of (for example, the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written noticeNew Jersey Environmental Cleanup Responsibility Act, demand, claim, citation, complaint, request for information the Illinois Responsible Property Transfer Act or similar communication with respect applicable state laws), including but not limited to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to reporting or filing requirements imposed by such permitlaws.
Appears in 1 contract
Sources: Standard Industrial Lease Agreement (D & K Healthcare Resources Inc)
Hazardous Materials. Lessor and Lessee agree as follows with respect to the existence or use of Hazardous Materials (aas defined below) Tenant at, on, in, under, above, or about the Industrial Center:
45.1 Any handling, transportation, release, generation, storage, treatment, disposal, or use of Hazardous Materials by Lessee or its employees, agents, contractors, or invitees after the date hereof at, on, in, under, above, or about the Industrial Center shall strictly comply with all applicable Hazardous Material Laws (as defined below). Lessee shall indemnify, defend upon demand with counsel reasonably acceptable to Lessor, and hold harmless Lessor from and against any liabilities, losses, claims, damages, lost profits, consequential damages, interest, penalties, fines, monetary sanctions, reasonable attorneys' fees, reasonable experts' fees, court costs, remediation costs, investigation costs, and other expenses that result from or arise in any manner whatsoever out of the use, storage, treatment, transportation, release, or disposal of Hazardous Materials at, on, in, under, above, or about (i) will not conduct any activity on the Premises that will use Industrial Center or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises by Lessee or its employees, agents, contractors, invitees.
45.2 During the term of this lease, if the presence of Hazardous Materials at, on, in, under, above, or about (i) the Industrial Center caused or permitted by Lessee or its employees, agents, contractors, or invitees after the date hereof or (ii) the Premises after the date hereof results in contamination or deterioration of water or soil, resulting in a level of contamination greater than the levels established as acceptable by any manner for governmental agency having jurisdiction over such contamination, then Lessee shall promptly take any and all action necessary to investigate and remediate such contamination if required by law or as a condition to the storage issuance or continuing effectiveness of any governmental approval which relates to the use of the Industrial Center or any part thereof. Lessee shall further be solely responsible for, and shall defend, indemnify, and hold harmless Lessor and its agents from and against, all claims, costs, and liabilities, including reasonable attorneys' fees and costs, arising out of or in connection with any investigation and remediation required hereunder to return the Industrial Center or any part thereof to its condition existing prior to the appearance of such Hazardous Materials.
45.3 Lessor and Lessee shall each give written notice to the other as soon as reasonably practicable of (i) any communication received from any governmental authority concerning Hazardous Materials that relates to the Industrial Center, and (ii) any contamination of the Industrial Center by Hazardous Materials that constitutes a violation of any Hazardous Materials except for storage Law. Lessee may use small quantities of household chemicals such materials that are both (1) used as adhesives, lubricants, and cleaning fluids in order to conduct its business at the ordinary course of Tenant’s business Premises and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any such other Hazardous Materials as are necessary for the operation of Lessee's business of which Lessor receives notice prior to such Hazardous Materials' being brought onto the Premises and which Lessor consents in writing may be brought onto the Premises, except in the ordinary course of Tenant’s business and provided that all such uses shall be conducted at all times in compliance with all Environmental Hazardous Materials Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at At any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsterm, Tenant shall defend and hold Landlord harmless from all claimsLessee shall, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least within five (5) business days’ prior days after written notice request therefor received from Lessor, disclose in writing all Hazardous Materials that are being used by Lessee at, on, in, under, above, or about the Industrial Center, the nature of such use, and the manner of storage and disposal.
45.4 Lessor may cause testing ▇▇▇▇▇ to Tenant (or a shorter period of prior written notice in be installed on the case of emergencies)Industrial Center, enter and may cause the Premises soil and conduct environmental inspections groundwater to be tested under and tests therein as it about the Industrial Center, and may reasonably require from time inspect the Premises, to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal detect the presence of Hazardous Materials in violation by the use of such tests as are then customarily used for such purposes. If Lessee so requests, Lessor shall supply Lessee with copies of such test results. The cost of such tests and of the above provisions installation, maintenance, repair, and replacement of this Section or such ▇▇▇▇▇ shall be paid by Lessee if such tests disclose the existence of facts that Tenant has not complied with the requirements may give rise to liability of this Section, Lessee pursuant to its indemnity given in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforparagraph 45.1 and/or 45.2 above.
(b) In connection with FoldRx’s discontinuance 45.5 As used herein, the term "Hazardous Material" means any hazardous or toxic substance, material, or waste that is or becomes regulated by any local governmental authority, the State of occupancy of Minnesota, or the PremisesUnited States Government. The term "Hazardous Material" includes, FoldRx has without limitation, petroleum products, asbestos, PCBs, and any material or substance that is (i) submitted defined as a "hazardous waste" pursuant to the Radiation Control Program Section 1004 of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents Federal Resource Conservation and Recovery Act, 42 U.S.C. 6901 et seq. (42 U.S.C. 6903), or (ii) obtained from the Radiation Control Program defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601 et seq. (42 U.S.C. 9601). As used herein, the term "Hazardous Material Law" shall mean any statute, law, ordinance, or regulation of any governmental body or agency (including the U.S. Environmental Protection Agency, the Minnesota Pollution Control Agency, and the Minnesota Department of Public Health of Health) which regulates the Commonwealth of Massachusetts an Amendment No. 04 dated October 19use, 2011 terminating License No 55-0558 (collectivelystorage, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal release, handling, transportation, generation, treatment, or remediation disposal of any radioactive material in or on the Premises as of the date of this LeaseHazardous Material.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. The term "Hazardous Substance", as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage and/or the removal of which is required, restricted, prohibited or penalized by any federal, state or local law, ordinance or other statute of a governmental or quasi- governmental authority relating to pollution or protection of the environment (a) collectively, "Environmental Laws"). Tenant hereby agrees that: (i) unless previously permitted and insured, including but not limited to the use of the Tenant Owned Improvements, no activity will not conduct any activity be conducted on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental LawsSubstance; (ii) the Premises will not use the Premises be used in any manner for the storage of any Hazardous Materials Substances, except for the storage of such materials that are both (1) used in the ordinary course of Tenant’s 's business ("Permitted Materials") as approved in writing by Landlord and (2) provided such Permitted Materials are properly stored in a manner and location satisfying all so as not to result in a violation of any Environmental Laws; (iii) Tenant will not install any underground tanks of any type; and (iv) Tenant will not permit allow any Hazardous surface or subsurface conditions to exist or come into existence as a result of Tenant's actions or the conduct of ▇▇▇▇▇▇'s business on the Premises that constitute or with the passage of time may constitute a violation of any Environmental Laws. Landlord or Landlord's representative shall have the right, but not the obligation, to enter the Premises for the purposes of inspecting the storage, use and disposal of any Permitted Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in ensure compliance with all Environmental Laws. If Should it be determined, in ▇▇▇▇▇▇▇▇'s sole opinion, that any Hazardous Permitted Materials are brought being improperly stored, used, or found on disposed of, then Tenant shall immediately take the Premises in violation of appropriate corrective action within twenty-four (24) hours; and should Tenant fail to do so, Landlord shall have the above provisions of this Sectionright, but not the same shall be immediately removed by Tenantobligation, with proper disposal, to take the appropriate corrective action and require Tenant to promptly reimburse Landlord for any and all required cleanup procedures shall be diligently undertaken pursuant costs associated therewith. ▇▇▇▇▇▇ agrees to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend indemnify Landlord against and save and hold Landlord harmless from any and all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the ▇▇▇▇▇▇'s use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises in any manner that constitutes a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions any Environmental Laws. The obligations of this Section or that Tenant has not complied with the requirements of pursuant to this Section, in which case Tenant including the indemnification of Landlord, shall reimburse Landlord for survive the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date expiration of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Building Lease
Hazardous Materials. (a) Tenant For purposes of this Lease, the term "Hazardous Materials" includes (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1"hazardous material" as defined in Section 25501(o) part of the ordinary course of Tenant’s business activities California Health and (2) conducted in accordance with all Environmental Laws; Safety Code, (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; hydrocarbons, polychlorinated biphenyls or asbestos, (iii) will not install any underground tanks of toxic or hazardous materials, substances, wastes or materials as defined pursuant to any type; other applicable state, federal or local law or regulation, and (iv) will any other substance or matter which may result in liability to any person or entity as a result of such person's possession, use, release or distribution of such substance or matter under any statutory or common law theory.
(b) Tenant shall not cause or permit any Hazardous Materials to be brought onto upon, stored, used, generated, released or disposed of on, under, from or about the Premises (including without limitation the soil and groundwater thereunder) without the prior written consent of Landlord, which consent may be given or withheld in Landlord's sole and absolute discretion. Notwithstanding the foregoing, Tenant shall have the right, without obtaining prior written consent of Landlord, to utilize within the Premises a reasonable quantity of standard office products that may contain Hazardous Materials (such as photocopy toner, "White Out", and the like), and reasonable quantity of laboratory products that may contain Hazardous Materials (such as acetone, isopropyl alcohol, Propanol, Amber clean, Alpha Flux, PC board etching solution, vacuum pump oil (ULVAC SMR-100), provided however, that (i) Tenant shall maintain such products in their original retail packaging, shall follow all instructions on such packaging with respect to the storage, use and disposal of such products, and shall otherwise comply with all applicable laws with respect to such products, and (ii) all of the other terms and provisions of this Section 5.3 shall apply with respect to Tenant's storage, use and disposal of all such products. Landlord may, in its sole and absolute discretion, place such conditions as Landlord deems appropriate with respect to Tenant's use of any such Hazardous Materials, and may further require that Tenant demonstrate that any such Hazardous Materials are necessary or useful to Tenant's business and will be generated, stored, used and disposed of in a manner that complies with all applicable laws and regulations pertaining thereto and with good business practices. Tenant understands that Landlord may utilize an environmental consultant to assist in determining conditions of approval in connection with the storage, generation, release, disposal or use of Hazardous Materials by Tenant on or about the Premises, except and/or to conduct periodic inspections of the storage, generation, use, release and/or disposal of such Hazardous Materials by Tenant on and from the Premises, and Tenant agrees that any costs incurred by Landlord in connection therewith shall be reimbursed b▇ ▇▇▇▇nt to Landlord as additional rent hereunder upon demand.
(c) Prior to the execution of this Lease, Tenant shall complete, execute and deliver to Landlord an Environmental Questionnaire and Discl▇▇▇▇▇ Statement (the "Environmental Questionnaire") in the ordinary course form of Exhibit B attached hereto. The completed Environmental Questionnaire shall be deemed incorporated into this Lease for all purposes, and Landlord shall be entitled to rely fully on the information contained therein. On each anniversary of the Commencement Date until the expiration or sooner termination of this Lease, Tenant shall disclose to Landlord in writing the names and amounts of all Hazardous Materials which were stored, generated, May 5, 2005 701423328v1 used, released and/or disposed of on, under or about the Premises for the twelve-month period prior thereto, and which Tenant desires to store, generate, use, release and/or dispose of on, under or about the Premises for the succeeding twelve-month period. In addition, to the extent Tenant is permitted to utilize Hazardous Materials upon the Premises, Tenant shall promptly provide Landlord with complete and legible copies of all the following environmental documents relating thereto: reports filed pursuant to any self-reporting requirements; permit applications, permits, monitoring reports, emergency response or action plans, workplace exposure and community exposure warnings or notices and all other reports, disclosures, plans or documents (even those which may be characterized as confidential) relating to water discharges, air pollution, waste generation or disposal, and underground storage tanks for Hazardous Materials; orders, reports, notices, listings and correspondence (even those which may be considered confidential) of or concerning the release, investigation of, compliance, cleanup, remedial and corrective actions, and abatement of Hazardous Materials; and all complaints, pleadings and other legal documents filed by or against Tenant related to Tenant’s business 's use, handling, storage, release and/or disposal of Hazardous Materials.
(d) Landlord and its agents shall have the right, but not the obligation, to inspect, sample and/or monitor the Premises and/or the soil or groundwater thereunder at any time to determine whether Tenant is complying with the terms of this Section 5.3, and in connection therewith Tenant shall provide Landlord with full access to all facilities, records and personnel related thereto. If Tenant is not in compliance with all Environmental Lawsany of the provisions of this Section 5.3, or in the event of a release of any Hazardous Material on, under or about the Premises caused or permitted by Tenant, its agents, employees, contractors, licensees or invitees, Landlord and its agents shall have the right, but not the obligation, without limitation upon any of Landlord's other rights and remedies under this Lease, to immediately enter upon the Premises without notice and to discharge Tenant's obligations under this Section 5.3 at Tenant's expense, including without limitation the taking of emergency or long-term remedial action. Landlord and its agents shall endeavor to minimize interference with Tenant's business in connection therewith, but shall not be liable for any such interference. ▇▇ ▇▇▇ition, Landlord, at Tenant's expense, shall have the right, but not the obligation, to join and participate in any ▇▇▇▇▇ proceedings or actions initiated in connection with any claims arising out of the storage, generation, use, release and/or disposal by Tenant or its agents, employees, contractors, licensees or invitees of Hazardous Materials on, under, from or about the Premises.
(e) If the presence of any Hazardous Materials are brought on, under, from or found on about the Premises or the Project caused or permitted by Tenant or its agents, employees, contractors, licensees or invitees results in violation (i) injury to any person, (ii) injury to or any contamination of the above provisions Premises or the Project, or (iii) injury to or contamination of this Sectionany real or personal property wherever situated, Tenant, at its expense, shall promptly take all actions necessary to return the Premises and the Project and any other affected real or personal property owned by Landlord to the condition existing prior to the introduction of such Hazardous Materials and to remedy or repair any such injury or contamination, including without limitation, any cleanup, remediation, removal, disposal, neutralization or other treatment of any such Hazardous Materials. Notwithstanding the foregoing, Tenant shall not, without Landlord's prior written consent, which consent may be given or withheld in Landlord's sole and absolute discretion, take any remedial action in response to the presence of any Hazardous Materials on, from, under or about the Premises or the Project or any other affected real or personal property owned by Landlord or enter into any similar agreement, consent, decree or other compromise with any governmental agency with respect to any Hazardous Materials claims; provided however, Landlord's prior written consent shall not be necessary in the event that the presence of Hazar▇▇▇▇ ▇▇▇erials on, under or about the Premises or the Project or any other affected real or personal property owned by Landlord (i) imposes an immediate threat to the health, safety or welfare of any individual and (▇▇) ▇▇ of such a nature that an immediate remedial response is necessary and it is not possible to obtain Landlord's consent before taking such action. To the fullest extent permitted by law, Tenant shall indemnify, hold harmless, protect and defend (with attorneys acceptable to Landlord) Landlord and Master Lessor, and any successors to all or any portion of Landlord's and/or Master Lessor's interest in the Premises and in the Project and in any other real or personal property ▇▇▇▇▇ by Landlord or Master Lessor, from and against any and all liabilities, losses, damages, diminution in value, judgments, fines, demands, claims, recoveries, deficiencies, costs and expenses (including without limitation attorneys' fees, court costs and other professional expenses), whether foreseeable or unforeseeable, arising directly or indirectly out of the use, generation, storage, treatment, release, on- or off-site disposal or transportation of Hazardous Materials (A) on, into, from, under or about the Premises during the Term regardless of the source of such Hazardous Materials unless caused solely by Landlord or (B) on, into, from, under or about the Premises, the same shall be immediately removed Building or the Project and any other real or personal property owned by Landlord or Master Lessor caused or permitted by Tenant, with proper disposalits agents, employees, contractors, licensees or invitees. Such indemnity obligation shall specifically include, without limitation, the cost of any required or necessary repair, restoration, cleanup or detoxification of the Premises, the Building and all the Project and any other real or personal property owned by Landlord or Master Lessor, the preparation of any closure or other required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time plans, whether or not such action is required or necessary during the Term or after the expiration of this Lease Term and any loss of rental due to the inability to lease the Premises are found to be so contaminated or subject to such conditions any portion of the Building or Project as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of such Hazardous Material or remediation thereof. If it is at any nature arising from or as a result of the use of the Premises by time discovered that Tenant or its Invitees agents, employees, contractors, licensees or invitees may have caused or permitted the release of a Hazardous Material on, under, from or about the Premises, the Building or the Project or any other real or personal property owned by Landlord or Master Lessor, Tenant will maintain on shall, at Landlord's request, immediately prepare and submit to Landlord a comprehensive plan, subject to Landlord's approval, specifying the Premises a list actions to be taken by Tenant to return the Premises, the Building or the Project or any other real or personal property owned by Landlord or Master Lessor, to the condition existing prior to the introduction of such Hazardous Materials. Upon Landlord's approval of such cleanup plan, Tenant shall, at its expense, and without limitation of any rights and remedies of Landlord under this Lease or at law or in equity, immediately implement such plan and proceed to cleanup such Hazardous Materials in accordance with all materials stored applicable laws and as required by such plan and this Lease. The provisions of this Section 5.3(e) shall expressly survive the expiration or sooner termination of this Lease. May 5, 2005 701423328v1
(f) Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, certain facts relating to Hazardous Materials at the Premises for which a material safety data sheet (an “MSDS”) was issued Project known by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies Landlord to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises exist as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises as more particularly described in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to TenantExhibit C attached hereto. Tenant shall not be responsible for the removal have no liability or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication responsibility with respect to the existence Hazardous Materials facts described in Exhibit C, nor with respect to any Hazardous Materials which Tenant proves were neither released on the Premises during the Term nor caused or permitted by Tenant, its agents, employees, contractors, licensees or invitees. Notwithstanding the preceding two sentences, Tenant agrees to notify its agents, employees, contractors, licensees, and invitees of any expo▇▇▇▇ ▇r potential exposure to Hazardous Materials at the Project in violation of Environmental LawsPremises that Landlord brings to Tenant's attention. The parties acknowledge Tenant hereby acknowledges that this disclosure satisfies any obligation o▇ ▇▇▇▇lord to Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitCalifornia Health & Safety Code Section 25359.7, or any amendment or substitute thereto or any other disclosure obligations of Landlord.
Appears in 1 contract
Hazardous Materials. Subtenant and Subtenant's agents, employees, contractors, assignees and subtenants may not use, place, store or transport (acollectively, "Use") Tenant Hazardous Material(s) (idefined below) will not conduct on or about any activity on portion of the Premises that will use or produce Excluded Area or any Hazardous Materials, except for such activities that are both (1) other part of the ordinary course Land (or in connection with the use or operation of Tenant’s business activities and (2the Subtenant Improvements) conducted in accordance unless Subtenant complies with all Environmental Laws; applicable Laws with respect to the Use by Subtenant, its agents, employees, contractors, assignees or subtenants of such Hazardous Materials. Nothing herein shall be construed to allow Subtenant to release or dispose of (iicollectively, "Release") will not use Hazardous Materials in or about any portion of the Premises in any manner for the storage of any Hazardous Materials except for storage of or Excluded Area unless such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and Release is in compliance with all Environmental applicable Laws. If any Any Use of the Hazardous Materials are brought beyond the scope allowed in this Paragraph and any Release of Hazardous Materials shall be subject to Sublandlord's and Lessor's prior written consent, which may be withheld in Sublandlord's or found Lessor's sole and absolute discretion, and shall require an amendment to the Sublease in the event Sublandlord and Lessor do consent which shall set forth the materials, scope of use, indemnification and any other matter required by Sublandlord and Lessor in Sublandlord's and Lessor's sole and absolute discretion. Subtenant shall indemnify, defend and hold Sublandlord and Sublandlord's agents harmless from and against any and all claims, losses, damages, liabilities, or expenses arising in connection with the Use or Release of Hazardous Materials on or following the Premises Commencement Date of this Sublease in violation of Law by Subtenant, Subtenant's agents, employees, contractors, assignees or subtenants using the above provisions Premises or Excluded Area. Subtenant's obligation to defend, hold harmless and indemnify pursuant to this Paragraph 7 shall survive the expiration or earlier termination of this Section, the same Sublease. The foregoing indemnity shall be immediately removed by Tenant, with proper disposalnot apply to, and all required cleanup procedures Subtenant shall not be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsresponsible hereunder for, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials on, under, or about the Premises or Excluded Area to the extent caused by Sublandlord, its agents, employees, contractors, assignees or subtenants (other than Subtenant); provided that Sublandlord hereby acknowledges and agrees that the foregoing indemnity is intended to supplement that certain Indemnity Agreement between Subtenant and Sublandlord in violation the form of Exhibit C to the above provisions Purchase Agreement (the "Indemnity Agreement"), and to the extent the foregoing indemnity contradicts Subtenant's obligations under the Indemnity Agreement, the Indemnity Agreement shall prevail. The parties hereto agree and acknowledge that all of Subtenant's indemnity obligations set forth in this Sublease are supplemental to Subtenant's indemnity obligations set forth in the Indemnity Agreement. Sublandlord shall have the right, upon reasonable advance notice to Subtenant, to inspect, investigate, sample and/or monitor the Premises and Excluded Area, including any soil, water, groundwater, or other sampling, to the extent reasonably necessary to determine whether Subtenant is complying with the terms of this Section or that Tenant has not complied Sublease with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) respect to Hazardous Materials. In connection therewith, Subtenant shall provide Sublandlord with FoldRx’s discontinuance of occupancy of reasonable access to all portions Notwithstanding anything to the Premisescontrary contained in this Sublease, FoldRx has Sublandlord and Subtenant acknowledges that (i) submitted to the Radiation Control Program Environmental Protection Agency is currently overseeing cleanup measures that are being conducted at the Land and at surrounding parcels of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and real property, (ii) the Land is part of a regional Superfund site known as the Middlefield-Elli▇-▇▇▇▇▇▇▇ (▇▇W) site, (iii) Raytheon, a former owner of the Land, is under a Consent Decree that provides that Raytheon will perform groundwater and soil remediation for the property it occupied and operated within the MEW area, (iv) in 1987, a soil-bentonite, subsurface, slurry wall was installed by Raytheon around the perimeter of the Land enclosing the soil and water bearing zones as part of the remedial measures conducted by Raytheon, (v) a groundwater extraction and treatment system was installed in 1987 on the Land and, as a long term remedial measure, groundwater is extracted from several well▇ ▇▇▇ated both within the boundaries of the Land and from adjacent property, (vi) a soil vapor extraction system (covering approximately a surface area of four acres and going to a depth of approximately 15 to 18 feet) was installed by Raytheon in 1996 to remediate the contaminated soils in the Land and Raytheon has petitioned and obtained approval from the Radiation Control Program Environmental Protection Agency for closure for part of the Department of Public Health of soil vapor remedial system, and (vii) the Commonwealth of Massachusetts groundwater and soil treatment facilities referred to above are maintained by Raytheon and Raytheon has provided an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials indemnification to Tenant. Tenant shall not be responsible for the removal Subtenant to protect it from clean up or remediation of any radioactive material in or on the Premises as of other liability related to contamination existing prior to the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect Subtenant acquired title to the existence of Hazardous Materials at Land and the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitimprovements then located thereon.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Veritas Software Corp /De/)
Hazardous Materials. Neither Tenant nor Tenant's agents shall permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (acollectively "Release") Tenant of any Hazardous Material(s) (idefined below) will not conduct on or about any activity on portion of the Premises or Common Area without the prior written consent of Landlord, which consent may be withheld in the sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that will discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use or produce any Hazardous Materials, except for such activities that are both (1) part de minimis quantities of the ordinary course types of materials which are technically classified as Hazardous Materials but commonly used in domestic or office use to the extent not in an amount, which, either individually or cumulatively, would be a "reportable quantity" under any applicable Law. Furthermore, Tenant may use those hazardous materials attached in Exhibit G which are necessary in Tenant’s 's business activities and (2) conducted operations in accordance with all Environmental Laws; (ii) legal and governmental regulations and guidelines. Tenant covenants that, at its sole cost and expense, Tenant will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance comply with all Environmental Laws. If any Hazardous Materials are brought or found on applicable Laws with respect to the Premises in violation of the above provisions of this Section, the same shall be immediately removed Release by Tenant, with proper disposalits agents, employees, contractors or invitees of such permitted Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord's prior consent, which may be withheld in Landlord's sole and absolute discretion, and all required cleanup procedures shall be diligently undertaken pursuant require an amendment to all Environmental Laws. If at any time during or after the Lease Term in the Premises are found to be so contaminated or subject to such conditions as a result event Landlord does consent which shall set forth the materials, scope of Tenant’s failure to comply with the foregoing provisionsuse, indemnification and any other matter required by Landlord in Landlord's sole and absolute discretion. Tenant shall indemnify, defend and hold Landlord and Landlord's agents harmless from and against any and all claims, demandslosses, actionsdamages, liabilities, costs, expenses, damages and obligations of any nature or expenses arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence Release of Hazardous Materials in violation of Hazardous Materials Laws by Tenant, Tenant's agents or any other person using the above provisions of Premises with Tenant's knowledge and consent or authorization. Tenant's obligation to defend, hold harmless and indemnify pursuant to this Section or that Tenant has Paragraph 6.4 shall survive Lease Termination. The foregoing indemnity shall not complied with the requirements of this Sectionapply to, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for for, the removal presence of Hazardous Materials on, under, or remediation about the Premises or Common Area to the extent caused by any third parties or by Landlord or Landlord's employees, agents, contractors or invitees. Notwithstanding anything to the contrary contained in this Lease, Landlord hereby represents and warrants to Tenant that, to the best of any radioactive material Landlord's knowledge, (i) the Premises and the Common Area are in compliance with all laws regarding Hazardous Materials ("Hazardous Materials Laws"); (ii) no asbestos-containing materials exist in or on the Premises as or the Common Area; and (iii) any handling, transportation, storage or use of Hazardous Materials that occurred in the date Premises or the Common Area prior to the Commencement Date is now in compliance with all Hazardous Materials Laws. Landlord further represents and warrants that, to the best of Landlord's knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, concerning the actual or alleged presence of Hazardous Materials on or about the Premises or the Common Area, nor has Landlord received any notice of any violation, or alleged violation, of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Premises or the Common Area. Landlord's representations and warranties set forth in this paragraph shall survive termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Net Lease Agreement (Laserscope)
Hazardous Materials. (a) Tenant Sublandlord hereby represents, warrants and agrees that (i) will not conduct Sublandlord has disclosed in writing to Subtenant any activity on release, or disposal of any Hazardous Material (defined below) known to Sublandlord in, on, under or about the Premises that will use or produce any Hazardous Materialsthe Building (or on or under adjacent land), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought operations or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant Building or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet any portion thereof (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials except that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant Sublandlord shall not be responsible for the removal operations or use of Subtenant) shall at all times during the Term be in full compliance with all Laws then governing Hazardous Materials, and (iii) as to any Hazardous Material in violation of Laws discovered in, on, under or about the Building during the term caused by Sublandlord (not released by Subtenant or any agent thereof), required to be remediated under applicable Laws or otherwise posing an unreasonable risk to the health or safety of Subtenant's employees or customers, Sublandlord shall at its sole expense (A) promptly commence and diligently prosecute to completion remediation of thereof in compliance with all Laws; and (B) indemnify, defend and hold Subtenant harmless from all Claims and Damages asserted by any radioactive material in governmental agency or on the Premises as of the date of this Leaseby adjacent and successor landowners or other lessees arising therefrom.
(cb) Landlord represents Subtenant shall (i) comply with all Laws applicable to Tenant that Landlord has not received any written noticeHazardous Materials stored, demandused, claimhandled or brought onto the Building by Subtenant or any contractor, citationemployee or agent thereof, complaint(ii) promptly commence and diligently prosecute to completion remediation in compliance with all Laws (and shall indemnify, request for information defend, and hold Sublandlord harmless from all Claims and Damages related to) any Hazardous Materials released into the environment in, under or similar communication with respect about the Building by Subtenant or any contractor, agent or employee thereof required to be remediated under applicable Laws or otherwise posing an unreasonable risk to the existence health or safety of Hazardous Materials at individuals in or about the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitBuilding.
Appears in 1 contract
Hazardous Materials. In the event any investigation or monitoring of site conditions or any cleanup, containment, restoration, removal or other remedial work ("Remedial Work") is required (a) Tenant under any applicable federal, state or local law or regulation, (ib) will not conduct by any activity on judicial or administrative order, (c) in order to comply with any agreements affecting the Premises that will use or produce any Hazardous MaterialsProperty, except for such activities that are both (1d) part to maintain the Property in a standard of environmental condition which prevents the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage release of any Hazardous Materials except for storage to adjacent property and otherwise is consistent with the prudent LENDERSHIP of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation property of the above provisions character of this Sectionthe Property, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or (e) as a result of the use existence of Hazardous Materials on the Property, or resulting from any activities on the Property which directly or indirectly result in the Property becoming contaminated with Hazardous Materials, Borrower shall perform or cause to be performed such Remedial Work but only to the extent such Remedial Work is necessitated by the act or omission of Borrower, or its contractors, subcontractors or agents; provided that Borrower may withhold commencement of such Remedial Work pending resolution of any good faith contest regarding the application, interpretation or validity of any law, regulation, order or agreement, subject to the requirements set forth below. All Remedial Work which Borrower may be obligated to undertake pursuant to the foregoing provisions shall be conducted (i) in a diligent and timely fashion by a licensed environmental engineer, (ii) pursuant to a detailed written plan for the Remedial Work approved by any Governmental Agency with a legal or contractual right to such approval, (iii) with such insurance coverage pertaining to liabilities arising out of the Premises Remedial Work as is then customarily maintained with respect to such activities and (iv) only following receipt of all required permits, licenses or approvals. In addition, Borrower shall submit to the Lender promptly upon receipt or preparation, copies of any and all reports, studies, analysis, correspondence, GOVES or approvals, proposed removal or other Remedial Work contracts and similar information prepared or received by Tenant Borrower in connection with any required Remedial Work or Hazardous Materials relating to the Property. All costs and expenses of such Remedial Work which Borrower may be obligated to undertake pursuant to the foregoing provisions shall be paid by Borrower, including, without limitation, the charges of the Remedial Work contractors and the consulting environmental engineer, any taxes or penalties assessed in connection with the Remedial Work and the Lender's reasonable fees and costs incurred in connection with monitoring or reviewing such Remedial Work. If it is determined that such Remedial Work is necessitated by an act or omission of Borrower, or its Invitees Tenant will maintain on contractor, subcontractors or agents, thereby obligating Borrower to undertake the Premises Remedial Work pursuant to this Section 4.24. and Borrower should fail to commence or cause to be commenced such Remedial Work in a list of all materials stored at timely fashion, or fail diligently to prosecute to completion such Remedial Work the Premises for which a material safety data sheet Lender (an “MSDS”following ten (10) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior days written notice to Tenant (or a shorter period of prior written notice in the case of emergencies)Borrower) may, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time but shall not be required to time, provided that Landlord shall use reasonable efforts cause such Remedial Work to minimize the interference with Tenant’s business, which may include conducting be performed. All such inspections and tests after normal business hours if required by Tenant. Such inspections and tests costs shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within due and payable by Borrower ten (10) days after Landlord’s request the Lender's demand therefor.
. Notwithstanding any provision of this Agreement to the contrary, Borrower may contest by appropriate action any Remedial Work requirement imposed by any Governmental Agency, and the Lender shall have no right to perform such required Remedial Work on Borrower's behalf during the pendency of such contest, provided that (a) if no Event of Default has occurred and is continuing (b) In connection with FoldRx’s discontinuance of occupancy Borrower has given the Lender written notice that Borrower is contesting or shall contest, and Borrower does in fact contest the application, interpretation or validity of the Premiseslaw, FoldRx has (i) submitted regulation, order or agreement pertaining to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 Remedial Work by appropriate legal or administrative proceedings conducted in good faith and with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19due spatch, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents such contest shall not subject the Lender, any of the Lender's directors, trustees, beneficiaries, officers, shareholders, employees and agents, or any assignee of all or any portion of the Lender's interest in the Property to Tenant that Landlord has civil or criminal liability and does not received jeopardize any written noticesuch parties' right, demandtitle, claimor interest in the Property, citationand (d) Borrower shall give such security or assurances as may be reasonably required by the Lender to insure ultimate compliance with all legal or contractual requirements pertaining to the Remedial Work (and payment of all costs, complaintexpenses, request for information interest and penalties in connection therewith) and to prevent any sale forfeiture or similar communication loss by reason of nonpayment or noncompliance. Borrower agrees to immediately notify Lender if Borrower becomes aware of any Hazardous Materials or other environmental problem or liability with respect to the existence Property, or any adjacent property, or any lien, action or notice relating to Hazardous Materials and served on Borrower or imposed against the Property, as the case may be, by any Governmental Agency. To the extent of Borrower's obligations as set forth above, Borrower agrees to protect, defend, indemnify and hold Lender harmless from and against all claims, demands, damages, losses, liens, liabilities, penalties, fines, lawsuits and other proceedings (including all foreseeable and unforeseeable consequential damages) and all costs and expenses (including, without limitation, the cost of any required cleanup of such Hazardous Materials and all attorneys' fees and expenses incurred by Lender in connection therewith) arising directly or indirectly from or out of, or in any way connected with (a) the inaccuracy of the representations set forth in Article VII; (b) any activities on the Property which directly or indirectly results in the Property or any other property becoming contaminated with Hazardous Materials; (c) the discovery of Hazardous Materials at on the Property; and (d) the cleanup of Hazardous Materials from the PROACKNOWLEDGES that it will be responsible for all costs and expenses relating to the cleanup of Hazardous Materials from the Property or from any other properties which become contaminated with Hazardous Material as a result of any act or omission of Borrower or its contractors, subcontractors or agents resulting in contamination of the Property. Borrower's obligations under this Section 4.24 shall survive the completion of the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply as contemplated by this Agreement for a transfer period of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permittwenty-four (24) months.
Appears in 1 contract
Sources: Land Acquisition and Development Loan Agreement (Transeastern Properties Inc)
Hazardous Materials. (a) The term "Hazardous Substances", as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the removal of which is required or the use of which is restricted, prohibited or penalized by an "Environmental Law", which term shall mean any federal, state or local ordinance relating to pollution or protection of the environment. Tenant hereby agrees that (i) no activity will not conduct any activity be conducted on the Premises that will use or produce any Hazardous MaterialsSubstance, except for such activities that (the "Permitted Activities") provided said Permitted Activities are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental LawsLaws and have been approved in advance in writing by Landlord; (ii) the Premises will not use the Premises be used in any manner for the storage of any Hazardous Materials Substances except for the temporary storage of such materials that are both (1) used in the ordinary course of Tenant’s 's business and (2the "Permitted Materials") provided such Permitted Materials are properly stored in a manner and location satisfying meeting all Environmental Lawslaws and approved in advance in writing by Landlord; (iii) no portion of the Premises will be used as a landfill or a dump; (iv) Tenant will not install any underground tanks of any type; and (ivv) Tenant will not allow any surface or subsurface conditions to exist to come into existence that constitute or, with the passage of time, may constitute a public or private nuisance; (vi) Tenant will not permit any Hazardous Materials Substances to be brought onto the Premises, premises except in for the ordinary course of Tenant’s business Permitted Materials and in compliance with all Environmental Laws. If any Hazardous Materials are if so brought or found on the Premises in violation of the above provisions of this Sectionlocated thereon, the same shall be immediately removed by Tenantremoved, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend be solely responsible for and shall defend, indemnify and hold Landlord Landlord, its agents and employees harmless from and against all claims, demands, actions, costs and liabilities, including attorneys' fees and costs, expenses, damages and arising out of or in connection with Tenant's breach of its obligations of any nature arising from or as a result of the use of the Premises by contained in this Section 7.2. Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises shall be solely responsible for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list defend, indemnify and MSDS copies to Landlord upon hold Landlord’s request therefor. Except for Hazardous Materials that existed , its agents and employees harmless from and against any and all claims, costs and liabilities, including attorneys' fees and costs, arising out of or in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises removal, cleanup and the date Tenant’s right restoration work and materials necessary to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of return the Premises, FoldRx has (i) submitted the Building, the Land and any other property, to their condition existing prior to the Radiation Control Program appearance of Tenant's Hazardous Substances. Tenant's obligations under this Section 7.2 shall survive the Department of Public Health of the Commonwealth of Massachusetts a request for expiration or other termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) Tenant shall not use, generate, manufacture, produce, store, release, discharge, or dispose of, on, under or about the Premises or any part of the Project, or transport to or from the Premises or any part of the Project, any Hazardous Material or allow its employees, agents, contractors, licensees, invitees or any other person or entity to do so. The foregoing covenant shall not extend to insignificant amounts of substances typically found or used in general office applications so long as (i) will not conduct any activity on such substances are maintained only in such quantities as are reasonably necessary for Tenant's operations in the Premises that will use or produce any Hazardous MaterialsPremises, except for (ii) such activities that substances are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted used strictly in accordance with the manufacturers' instructions therefor and all applicable laws, (iii) such substances are not disposed of in or about the Building or the Project in a manner which would constitute a release or discharge thereof, and (iv) all such substances are removed from the Building and the Project by Tenant upon the expiration or earlier termination of this Lease. Tenant shall, within thirty (30) days after demand therefor, provide to Landlord a written list identifying any Hazardous Materials then maintained by Tenant in the Building, the use of each such Hazardous Material so maintained by Tenant together with written certification by Tenant stating, in substance, that neither Tenant nor any person for whom Tenant is responsible has released or discharged any Hazardous Materials in or about the Building or the Project. Landlord's right of entry pursuant to Section 7.03 of this Lease shall include the right to enter and inspect the Premises for violations of Tenant's covenant herein.
(b) Hazardous Materials shall include by way of illustration, and without limiting the generality of the definition of Hazardous Materials in Section 1.03, the following: (i) those substances included within the definitions of "hazardous substances," "hazardous materials," "toxic substances" or "solid waste" under all present and future federal, state and local laws (whether under common law, statute, rule, regulation or otherwise) relating to the protection of human health or the environment, including California Senate ▇▇▇▇ 245 (Statutes of 1987, Chapter 1302), the Safe Drinking Water and Toxic Enforcement Act of 1986 (commonly known as Proposition 65) and the Comprehensive Environmental LawsResponse, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601 ET SEQ., the Resource Conservation and Recovery Act of 1976, 42 U.S.C. Section 6901 ET SEQ., and the Hazardous Materials Transportation Act, 49 U.S.C. Sections 1801, ET SEQ., all as heretofore and hereafter amended, or in any regulations promulgated pursuant to said laws; (ii) will not use those substances defined as "hazardous wastes" in Section 25117 of the Premises California Health & Safety Code or as "hazardous substances" in Section 25316 of the California Health & Safety Code, or in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Lawsregulations promulgated pursuant to said laws; (iii) will not install those substances listed in the United States Department of Transportation Table (49 CFR 172.101 and amendments thereto) or designated by the Environmental Protection Agency (or any underground tanks successor agency) as hazardous substances (SEE, E.G., 40 CFR Part 302 and amendments thereto); (iv) such other substances, materials and wastes which are or become regulated under applicable local, state or federal law or by the United States government or which are or become classified as hazardous or toxic under federal, state or local laws or regulations, including California Health & Safety Code, Division 20, and Title 26 of any typethe California Code of Regulations; and (ivv) will not permit any Hazardous Materials material, waste or substance which contains petroleum, asbestos or polychlorinated biphenyls, is designated as a "hazardous substance" pursuant to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation Section 311 of the above provisions Clean Water Act of this Section1977, 33 U.S.C. Sections 1251, ET SEQ. (33 U.S.C. Section 1321) or listed pursuant to Section 307 of the same shall be immediately removed Clean Water Act of 1977 (33 U.S.C. Section 1317) or contains any flammable, explosive or radioactive material.
(c) To the extent permitted by TenantLaw, with proper disposalTenant hereby indemnifies, and all required cleanup procedures shall be diligently undertaken pursuant agrees to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsprotect, Tenant shall defend and hold Landlord harmless from the Indemnitees harmless, against any and all actions, claims, demands, actionsliability, liabilities, costs, costs and expenses, damages including attorneys' fees and obligations expenses for the defense thereof, arising out of any nature arising from and all of (i) the introduction into the Project by Tenant, its employees, agents, contractors, licensees, invitees or as a result any other person or entity for whom Tenant is responsible (collectively, "Tenant's Agents") of any Hazardous Material, (ii) the use of the Premises usage by Tenant or its Invitees Tenant's Agents of Hazardous Materials in or about the Project, (iii) the discharge or release in or about the Project by Tenant will maintain on or Tenant's Agents of any Hazardous Material, (iv) any injury to or death of persons or damage to or destruction of property resulting from the use by Tenant or Tenant's Agents of Hazardous Materials in or about the Project, and (v) any failure of Tenant or Tenant's Agents to observe the foregoing covenants. In case of any action or proceeding brought against the Indemnitees by reason of any such claim, upon notice from Landlord, Tenant covenants to defend such action or proceeding by counsel chosen by Landlord, in Landlord's sole discretion. Landlord reserves the right to settle, compromise or dispose of any and all actions, claims and demands related to the foregoing indemnity. The foregoing indemnity shall not operate to relieve Landlord of any liability Landlord has under Environmental Laws to the extent Hazardous Materials are present on, under or about the Premises a list or the Project prior to delivery to Tenant of all materials stored possession of the Premises.
(d) Tenant acknowledges that the sewer piping at the Premises Project is made of ABS plastic. Accordingly, without Landlord's prior written consent, which may be given or withheld in Landlord's sole discretion, only ordinary domestic sewage is permitted to be put into the drains at the Premises. UNDER NO CIRCUMSTANCES SHALL Tenant EVER DEPOSIT ANY ESTERS OR KETONES (USUALLY FOUND IN SOLVENTS TO CLEAN UP PETROLEUM PRODUCTS) IN THE DRAINS AT THE PREMISES. If Tenant desires to put any substances other than ordinary domestic sewage into the drains, it shall first submit to Landlord a complete description of each such substance, including its chemical composition, and a sample of such substance suitable for which a material safety data sheet laboratory testing. Landlord shall promptly determine whether or not the substance can be deposited into the drains and its determination shall be absolutely binding on Tenant. Upon demand, Tenant shall reimburse Landlord for expenses incurred by Landlord in making such determination. If any substances not so approved hereunder are deposited in the drains in Tenant's Premises, Tenant shall be liable to Landlord for all damages resulting therefrom, including but not limited to all costs and expenses incurred by Landlord in repairing or replacing the piping so damaged.
(an “MSDS”e) was issued by the producers or manufacturers thereof, together with copies Upon any violation of any of the MSDS’s for such materialsforegoing covenants, and shall deliver such list and MSDS copies in addition to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed all remedies available to a landlord against the defaulting tenant, including but not limited to those set forth in or on the Premises as of the date Article Eleven of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. expressly agrees that upon any such violation Landlord may, upon at least five its option (5i) business days’ prior immediately terminate this Lease by giving written notice to Tenant (of such termination, or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from continue this Lease in effect until compliance by Tenant with its clean-up and removal covenant (notwithstanding the Radiation Control Program expiration of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”Term). No action by Landlord has furnished a copy hereunder shall impair the obligations of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitthis Section 7.02.
Appears in 1 contract
Sources: Lease Agreement (Netobjects Inc)
Hazardous Materials. (a) Tenant hereby agrees that Tenant shall be responsible for and shall comply with, at Tenant's sole cost and expense, all governmental requirements concerning any hazardous or toxic substance, material, or waste (icollectively "Hazardous Materials") will not conduct any activity which is located at the Demised Premises or the Land, but only if brought to or caused to be brought to the Property by the Tenant. Tenant shall operate its business on the Demised Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance compliance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any applicable environmental laws and/or requirements. Tenant shall be permitted to bring Hazardous Materials except for storage of such materials that onto the Property which are both (1) used in the ordinary course of Tenant’s 's business operations so long as Tenant uses, stores, handles and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any disposes such Hazardous Materials to be materials brought onto the Premises, except in the ordinary course of Tenant’s business and Demised Premises in compliance with all Environmental Lawsapplicable governmental requirements. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of agrees that the use of such Hazardous Materials in the Demised Premises in the manner in which such products are designed to be used and in full compliance with governmental requirements shall not be a violation by Tenant or of this Paragraph 30. Tenant shall indemnify and save harmless Landlord from all reasonable costs and expenses incurred by Landlord to the extent caused by Tenant's breach of its Invitees covenants made in this Paragraph 30.
(b) Landlord hereby represents to Tenant will maintain on that, to the best of its actual knowledge, the Demised Premises a list is free and clear of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies Hazardous Materials as of the MSDS’s date hereof. Nothing herein is intended to make Tenant liable for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed any condition existing in or on the Demised Premises as of the date of this Leasehereof, Tenant shall remove all Hazardous Materials from nor any condition which arises after the Premises in accordance with the applicable standard required date hereof by the Environmental Laws for premises with a laboratory reason other than Tenant's use before the earlier of the date Demised Premises (the conditions for which Tenant vacates is not liable pursuant to this sentence are hereinafter referred to as the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”"Excluded Conditions"). Landlord has furnished a copy of shall, at its sole cost and expense, comply with governmental laws and/or requirements pertaining to Hazardous Materials relating to the Decommissioning Materials to TenantExcluded Conditions. Landlord shall indemnify and save harmless Tenant shall not be responsible for from all reasonable costs and expenses incurred by Tenant resulting from the removal or remediation of any radioactive material in or on the Premises as of the date of this LeaseExcluded Conditions.
(c) Landlord represents For purposes of this Lease, the term "Hazardous Materials" shall mean any substance, chemical, or waste that is or shall be listed or defined as hazardous, toxic, or dangerous under Applicable Environmental Law, and any petroleum products.
(d) For purposes of this Lease, the term "Applicable Environmental Law" shall include the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), 42 U.S.C. Sec. 9601 et seq.; the Resource Conversation and Recovery Act ("RCRA"), 42 U.S.C. Sec. 6901 et seq.; the Federal Water Pollution Control Act, 33 U.S.C. Sec. 1251 et seq.; the Clean Air Act, 42 U.S.C. Sec. 7401 et seq.; the Hazardous Substances Transportation Act, 49 U.S.C. Sec. 1471 et seq.; the Toxic Substances Control Act, 15 U.S.C. Sec. 2601 through 2629; and the Safe Drinking Water Act, 42 U.S.C. sec. 300f through 300J; as have been amended from time to Tenant that Landlord has not received time; and any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to state and local laws and ordinances and the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to regulations implementing such permitstatutes.
Appears in 1 contract
Hazardous Materials. Neither Tenant nor Tenant's agents shall ------------------- permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (acollectively "Release") Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage Material(s) (defined below) on or about any portion of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except Building or Project without the prior written consent of Landlord, which consent may be withheld in the ordinary course sole and absolute discretion of Tenant’s business Landlord without any requirement of reasonableness in the exercise of that discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use de minimis quantities of the types of materials which are technically classified as Hazardous Materials but commonly used in domestic or office use to the extent not in an amount, which, either individually or cumulatively, would be a "reportable quantity" under any applicable Law. Tenant covenants that, at its sole cost and in compliance expense, Tenant will comply with all Environmental Laws. If any Hazardous Materials are brought or found on applicable Laws with respect to the Premises in violation of the above provisions of this Section, the same shall be immediately removed Release by Tenant, with proper disposalits agents, employees, contractors or invitees of such permitted Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord's prior consent, which may be withheld in Landlord's sole and absolute discretion, and all required cleanup procedures shall be diligently undertaken pursuant require an amendment to all Environmental Laws. If at any time during or after the Lease Term in the Premises are found to be so contaminated or subject to such conditions as a result event Landlord does consent which shall set forth the materials, scope of Tenant’s failure to comply with the foregoing provisionsuse, indemnification and any other matter required by Landlord in Landlord's sole and absolute discretion. Tenant shall indemnify, defend and hold Landlord and Landlord's agents harmless from and against any and all claims, demandslosses, actionsdamages, liabilities, costs, expenses, damages and obligations of any nature or expenses arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence Release of Hazardous Materials in violation of Hazardous Materials Laws by Tenant, Tenant's agents or any other person using the above provisions of Premises with Tenant's knowledge and consent or authorization. Tenant's obligation to defend, hold harmless and indemnify pursuant to this Section or that Tenant has Paragraph 6.4 shall survive Lease Termination. The foregoing indemnity shall not complied with the requirements of this Sectionapply to, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for for, the removal presence of Hazardous Materials on, under, or remediation about the Premises, Building, or Project to the extent caused by any third parties or by Landlord or Landlord's employees, agents, contractors or invitees. Notwithstanding anything to the contrary contained in this Lease, Landlord hereby represents and warrants to Tenant that, to the best of any radioactive material Landlord's knowledge, (i) the Premises, the Building, and Project are in compliance with all laws regarding Hazardous Materials ("Hazardous Materials Laws"); (ii) no asbestos-containing materials exist in or on the Premises as Premises, the Building, or Project; and (iii) any handling, transportation, storage or use of Hazardous Materials that occurred in the date Premises, the Building, or Project prior to the Commencement Date is now in compliance with all Hazardous Materials Laws. Landlord further represents and warrants that, to the best of Landlord's knowledge, no litigation has been brought or threatened, nor any settlements reached with any governmental or private party, concerning the actual or alleged presence of Hazardous Materials on or about the Premises, Building, or Project, nor has Landlord received any notice of any violation, or alleged violation, of any Hazardous Materials Laws, pending claims or pending investigations with respect to the presence of Hazardous Materials on or about the Premises, Building, or Project. Landlord's representations and warranties set forth in this paragraph shall survive termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. A. HAZARDOUS MATERIALS GENERALLY PROHIBITED: Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release, discharge, spill or leak any "Hazardous Material" (a) as defined below), or permit Tenant's employees, agents, contractors, or other occupants of the Premises to engage in such activities on or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily and lawfully used in the business which Tenant is permitted to conduct in the Premises under this Lease, but only as an incidental and minor part of such business, and provided: (i) will not conduct any activity on such substances shall be properly labeled, contained, used and stored only in small quantities reasonably necessary for such permitted use of the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of and the ordinary course of Tenant’s 's business activities and (2) conducted therein, strictly in accordance with all Environmental applicable Laws; , highest prevailing standards, and the manufacturers' instructions therefor, and as Landlord shall reasonably require, (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both Tenant shall maintain current Material Safety Data Sheets (1"MSDS's") used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; therefore, (iii) will such substances shall not install be disposed of, released, discharged or permitted to spill or leak in on or about the Premises or the Property (and under no circumstances shall any underground tanks Hazardous Material be disposed of within the drains or plumbing facilities in or serving the Premises or Property or in any type; and other public or private drain or sewer, regardless of quantity or concentration), (iv) will not permit if any Hazardous Materials to applicable Law or trash removal contractor requires that any such substances be brought onto the Premises, except in the disposed of separately from ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionstrash, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or make arrangements as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s Tenant's expense for such materialsdisposal site, (v) any remaining such substances shall be completely, properly and shall deliver such list and MSDS copies to Landlord lawfully removed from the Property upon Landlord’s request therefor. Except for Hazardous Materials that existed in expiration or on the Premises as of the date earlier termination of this Lease, and (vi) for purposes of removal and disposal of any such substances, Tenant shall remove be named as the owner, operator and generator, shall obtain a waste generator identification number, and shall execute all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord maypermit applications, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies)manifests, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting waste characterization documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Leaseother required forms.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Office/Warehouse Building Lease (Ableauctions Com Inc)
Hazardous Materials. Tenant shall not (aeither with or without negligence) cause the escape, disposal, release or threat of release of any biologically or chemically active or other Hazardous Materials (as said term is hereafter defined) on, in, upon or under the Property or the Premises. Tenant (i) will shall not conduct any activity on allow the Premises that will generation, storage, use or produce disposal of such Hazardous Materials in any manner not sanctioned by law or by the highest standards prevailing in the industry for the generation, storage, use and disposal of such Hazardous Materials, except for nor allow to be brought into the Property any such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage use of such materials that are both (1) used normal office and business equipment supplies and cleaning products in the ordinary course of Tenant’s business business. If any lender or governmental agency shall ever require testing to ascertain whether or not there has been any release of Hazardous Materials by Tenant or its agents, employees, servants, contractors and subcontractors, then the reasonable costs thereof shall be reimbursed by Tenant to Landlord upon demand as additional charges but only if such requirement applies to the Premises or may be the result of the acts or omissions of Tenant or its agents, employees, servants, contractors and subcontractors. In addition, Tenant shall execute affidavits, representations and the like, from time to time, at Landlord’s request concerning Tenant’s best knowledge and belief regarding the presence of Hazardous Materials on the Premises. The Tenant shall, at its own expense, remove, clean up, remedy and dispose of (2in compliance with all applicable laws, rules and regulations) properly stored all Hazardous Materials generated or released by the Tenant or its officers, directors, employees, contractors, servants, invitees, agents or any other person acting under Tenant during the term of this Lease (or during such term as the Tenant is in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks occupancy or possession of any type; and (iv) will not permit any Hazardous Materials to be brought onto part of the Premises, except the Building or the Property) at or from the Premises, the Building or the Property in compliance with all Environmental Laws (as said term is hereafter defined) and further, shall remove, clean up, remedy and dispose of all Hazardous Materials located at, upon, under, within or in the ordinary course of Premises, the Building or the Property generated by, or resulting from Tenant’s business and operations, activities or processes during the term of this Lease (or such other periods of time as the Tenant may be in occupancy or in possession of the Premises or any portion of the Property or Building), in compliance with all Environmental Laws. If any Hazardous Materials are brought In performing its obligations hereunder, the Tenant shall use commercially reasonable efforts to avoid interference with the use and enjoyment of the Building and the Property by other tenants and occupants thereof. The provisions hereof shall survive expiration or found termination of this Lease. To the best of Landlord’s knowledge, based on the Premises in violation of the above provisions of this Section“Phase I Report” (as said term is hereinafter defined), the same shall be immediately removed by TenantLandlord represents to Tenant that, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice other than as expressly disclosed in the case Phase I Report, Landlord has no knowledge any release or threat of emergencies)release of any Hazardous Materials, enter or other environmental condition requiring remediation, at the Premises and conduct environmental inspections and tests therein as it may reasonably require from time Property and, to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at best of Landlord’s expenseknowledge, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has the Building and the Property are in compliance with all applicable Environmental Laws. Landlord shall indemnify and defend Tenant against and hold Tenant harmless from all claims, liabilities, costs, expenses, losses and damages (including reasonable attorneys fees’ and disbursements) that Tenant may incur in connection with claims arising from (i) submitted to any Hazardous Materials introduced at, on, about or under the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectivelyPremises, the “Decommissioning Materials”). Building or the Property by any act of Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.agents,
Appears in 1 contract
Sources: Lease Agreement (Bladelogic Inc)
Hazardous Materials. Except for ordinary and general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials and, to the extent approved in writing by Landlord (a) Tenant which shall not be unreasonably withheld), materials reasonably necessary for the conduct of Tenants business that are used and stored In compliance with all applicable laws (i) will not conduct any activity on the Premises that will use some or produce any all of which may constitute “Hazardous Materials” as defined in this Lease), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will Tenant agrees not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the PremisesPremises by Tenant, its agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, “Tenant’s Parties”), without the prior written consent of Landlord, which consent Landlord may, except in as otherwise expressly provided above (with respect to materials reasonably necessary for the ordinary course conduct of Tenant’s business that are used and stored in compliance with all applicable laws), withhold in its sole and absolute discretion. Concurrently with the execution of this Lease, Tenant agrees to complete and deliver to Landlord an Environmental Laws. If Questionnaire in the form of Exhibit “E” attached hereto Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or found on the Premises in violation of the above provisions of this Sectionreleased upon, the same shall be immediately removed by TenantIn, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during under or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of about the Premises by Tenant or its Invitees any of Tenant’s Parties To the fullest extent permitted by law, Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord’s partners, officers, directors, employees, agents, successors and assigns (an collectively, “MSDSLandlord Indemnified Parties”) was issued by the producers from and against any and all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs including, without limitation, clean-up, removal, remediation and restoration costs, sums paid in settlement of claims, attorneys’ fees, consultant fees and expert fees and court costs) which arise or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials result from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials on, In, under or about the Premises and which are caused or permitted by Tenant or any of Tenant’s Panics. Tenant agrees to promptly notify Landlord of any release of Hazardous Materials which Tenant becomes aware of during the Term of this Lease, whether caused by Tenant or any other persons or entities In the event of any release of Hazardous Materials caused or permitted by Tenant or any of Tenant’s Parties or any other persons or entitles, Landlord shall have the right, but not the obligation, to cause Tenant to immediately take all steps Landlord deems necessary or appropriate to remediate such release and prevent any similar future release to the satisfaction of Landlord and Landlord’s mortgagee(s) At all times during the Term of this Lease and in violation accordance with Section 15 hereof, Landlord will have the right, but not the obligation, to enter upon the Premises to inspect, investigate, sample and/or monitor the Premises to determine if Tenant is in compliance with the terms of this Lease regarding Hazardous Materials Tenant will, upon the above reasonable request of Landlord (which request shall not, unless Tenant has failed to comply with the terms and provisions of this Section 6 3 or that Tenant has not complied with except in cases of emergency, be made more than once every six (6) months throughout the requirements Term of this SectionLease, cause to be performed an environmental audit of the Premises at Tenant’s expense by an environmental consulting firm reasonably acceptable to Landlord As used in which case this Lease, the term “Hazardous Materials” shall mean and include any hazardous or toxic materials, substances or wastes as now or hereafter designated under any law, statute, ordinance, rule, regulation, order or ruling of any agency of the State, the United States Government or any local governmental authority, including, without limitation, asbestos, petroleum, petroleum hydrocarbons and petroleum based products, was formaldehyde foam insulation, polychlorinated biphenyls (“PCBs”), freon and other chlorofluorocarbons, and any material defined as a “biohazardous waste” or “medical waste” or other waste under California Health and Safety Code, Division 20, Chapter 81 (Medical Waste Management Act) The provisions of this Section 6 3 will survive the expiration or earlier termination of this Lease Tenant shall reimburse immediately advise Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.in writing of, and provide Landlord a copy of:
(b1) Any notice of violation or potential or alleged violation of any law concerning Hazardous Materials received by Tenant from any governmental agency, and
(2) Any and all inquiry, investigation, enforcement, clean-up, removal or governmental or regulatory actions Instituted or threatened relating to the Premises. Landlord shall indemnify, defend and hold harmless Tenant from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid In connection with FoldRxsettlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees, (but specifically excluding special, indirect or consequential damages including but not limited to claims for loss of use, anticipated profit or business opportunity, market-based stigma damages or business interruption, or mental or emotional distress or fear of injury or disease) to the extent arising as a result of any Hazardous Materials (1) located in, on or under the Building as of the commencement of Tenant’s discontinuance of occupancy of the Premises, FoldRx has or (i2) submitted hereafter caused to be located in, on or under the Radiation Control Program Building by Landlord and/or any of Landlord’s employees, agents or representatives or any other persons or entitles (except Tenant or Tenant’s Parties) This indemnification of Tenant by Landlord includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work. The provisions of this paragraph shall survive the expiration of the Department of Public Health of the Commonwealth of Massachusetts a request for Term or earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect . Notwithstanding anything above to the existence of contrary, the foregoing indemnity shall not extend to Hazardous Materials at caused to be located in, on or under the Project in violation Building by Tenant or any of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.Tenant’s Parties
Appears in 1 contract
Sources: Single Tenant Industrial Lease (Imcor Pharmaceutical Co)
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend defend, indemnify and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees such failure. Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Tenant shall remove all Hazardous Materials that existed existing in or on the Premises as a result of the date activities of this Lease, Tenant shall remove all Hazardous Materials from the Premises or any of Tenant’s Invitees in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use manner acceptable to Landlord before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice subject to Tenant (or a shorter period the provisions of prior written notice in the case of emergencies)Section 7.10, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting business and shall provide Tenant with a copy of any final reports from such inspections and tests, and provided further than any invasive inspections and tests shall be subject to the immediately following sentence. Such environmental inspections may include invasive work so long as
(a) Landlord has a good faith reason to believe that invasive work is necessary to identify Hazardous Materials conditions in violation of law, based on observed or known conditions, (b) Landlord consults with Tenant regarding the scope and necessity for such invasive work prior to undertaking the same, (c) any damage caused by such invasive work is promptly repaired by Landlord at its sole cost and expense, (d) any invasive work is carried out after normal regular business hours if required by and with all measures reasonably taken to avoid damaging property of Tenant, and (d) Landlord obtains split samples of any materials that are tested and provides Tenant with such materials so that Tenant can conduct its own inspection and tests. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable out-of-pocket cost thereof within ten (10) 30 days after Landlord’s request therefortherefor to the extent resulting from Tenant’s violation of the above provisions.
(b) In connection Landlord represents to Tenant that (a) attached hereto as Schedule 5.3 is a list of all third party environmental reports in Landlord’s possession or control with FoldRx’s discontinuance respect to the Project, copies of occupancy which have been provided to Tenant, and (b) except as disclosed in such reports, Landlord does not have actual knowledge of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation existence of any radioactive material Hazardous Materials at the Project in or on the Premises violation of Environmental Laws as of the date of this Lease.
(c) . Landlord represents to will indemnify, defend and hold Tenant that Landlord has not received harmless from and against any written noticeand all liabilities, demandclaims, claim, citation, complaint, request for information or similar communication with respect to costs and expenses arising from the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer Laws as of its existing 2012 Flammable Materials Permit the date of this Lease or caused by or through Landlord (whether before or after the date of this Lease), except to the extent resulting from the City activities of Cambridge Fire Department for application to the Premises. Landlord will not take Tenant or any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitTenant’s Invitees.
Appears in 1 contract
Hazardous Materials. (a) Except as otherwise expressly provided in Section 25.1 below, neither Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of nor Tenant’s business activities and agents shall permit the introduction, placement, use, storage, manufacture, transportation, release or disposition (2collectively “Release”) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Material(s) (defined below) on or under any portion of the Premises or Common Area without the prior written consent of Landlord, which consent may be withheld in the sole and absolute discretion of Landlord without any requirement of reasonableness in the exercise of that discretion. Notwithstanding the immediately preceding sentence to the contrary, Tenant may use de minimis quantities of the types of materials which are technically classified as Hazardous Materials except for storage but commonly used in domestic or office use (such as bathroom cleaners, toner, and white-out) to the extent not in an amount, which, either individually or cumulatively, would be a “reportable quantity” under any applicable Law. Tenant covenants that, at its sole cost and expense, Tenant will comply with all applicable Laws with respect to the Release of such materials that are both (1) used permitted Hazardous Materials. Any Release beyond the scope allowed in this paragraph shall be subject to Landlord’s prior consent, which may be withheld in Landlord’s sole and absolute discretion, and shall require an amendment to the Lease in the ordinary course event Landlord does consent which shall set forth the materials, scope of Tenantuse, indemnification and any other matter required by Landlord in Landlord’s business sole and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Lawsabsolute discretion. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall indemnify, defend and hold Landlord and Landlord’s agents harmless from and against any and all claims, demandslosses, actionsdamages, liabilities, costs, expenses, damages and obligations of any nature or expenses arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance connection with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence Release of Hazardous Materials in violation of the above provisions of this Section by Tenant, Tenant’s agents or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on other person using the Premises as of during the date of this Lease.
(c) Landlord represents Lease Term. Tenant’s obligation to Tenant that Landlord has not received any written noticedefend, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises hold harmless and indemnify pursuant to such permitthis Paragraph 6.4 shall survive Lease Termination.
Appears in 1 contract
Hazardous Materials. (a) Except as provided in Section 10.4 and Section 10.1(e) below, Tenant (i) will shall, handle, treat, deal with and manage any and all Hazardous Materials in, on, under or about the Leased Premises not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted only in accordance with all applicable Environmental Laws; (ii) will not use Law, but also in accordance with prudent industry practices regarding the Premises in any manner for management of such Hazardous Materials. With regard to the storage disposal of any Hazardous Materials except offsite, Tenant is, and shall be named as, the generator (and in no way shall responsibility for storage of any such materials that are both (1be attributed to Landlord) used in and shall be the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks signatory of any type; required manifests and shall not dispose of any such materials except in compliance with Environmental Law using authorized transporters and disposal facilities.
(ivb) will not permit any Except as provided in Section 10.4 and Section 10.1(e) below ,upon expiration or earlier termination of this Lease, Tenant covenants to cause all Hazardous Materials to be brought onto removed from the Leased Premises, except which shall include decontamination of all equipment, and transported for use, storage or disposal in the ordinary course of Tenant’s business accordance and in compliance with all applicable Environmental LawsLaw. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this SectionIn addition, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in request, upon expiration or on the Premises as of the date earlier termination of this Lease, Tenant shall remove all tanks and other equipment and fixtures (except the Excluded Assets) that were placed on the Leased Premises during the term of this Lease and that contain, have contained or are contaminated with, Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises Materials, and the date shall, at Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal restore the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Leased Premises, FoldRx has including the cleaning of all tanks and other equipment that are to remain on the Leased Premises (iother than the Excluded Assets) submitted to the Radiation Control Program same or substantially similar condition as existed prior to the placement of such tanks, equipment or fixtures (or when placed, as the Department of Public Health of case may be),, normal wear and tear and damage by the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents elements, fire and (ii) obtained from othercasualty excepted. Notwithstanding the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19foregoing, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal required to remove concrete pads underlying such tanks, equipment, or remediation of any radioactive material in or on the Premises as of the date of this Leasefixtures.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. Except for ordinary and general office supplies, such as copier toner, liquid paper, glue, ink and common household cleaning materials (a) Tenant (i) will not conduct any activity on the Premises that will use some or produce any all of which may constitute "Hazardous Materials" as defined in this Lease), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will Tenant agrees not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto upon, stored, used, handled, generated, released or disposed of on, in, under or about the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If Building, the Common Areas or any Hazardous Materials are brought or found on the Premises in violation other portion of the above provisions of this Section, the same shall be immediately removed Project by Tenant, with proper disposalits agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, "Tenant's Parties'), without the prior written consent of Landlord, which consent Landlord may withhold in its sole and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsabsolute discretion. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply Concurrently with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date execution of this Lease, Tenant shall agrees to complete and deliver to Landlord an Environmental Questionnaire in the form of Exhibit "G" attached hereto. Upon the expiration or earlier termination of this Lease, Tenant agrees to promptly remove from the Premises, the Building and the Project, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials which are installed, brought upon, stored, used, generated or released upon, in, under or about the Premises, the Building and/or the Project or any portion thereof by Tenant or any of Tenant's Parties. To the fullest extent permitted by law, Tenant agrees to promptly indemnify, protect, defend and hold harmless Landlord and Landlord's partners, officers, directors, employees, agents, property managers, asset managers, successors and assigns (collectively, "Landlord Indemnified Parties") from the Premises and against any and all claims, damages, judgments, suits. causes of action, losses, liabilities, penalties, fines, expenses and costs (including, without limitation, clean--up, removal, remediation and restoration costs, sums paid in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier settlement of the date Tenant vacates the Premises claims, attorney's fees, consultant fees and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5expert fees and court costs) business days’ prior written notice to Tenant (which arise or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require result from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section on, in, under or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of about the Premises, FoldRx has (i) submitted to the Radiation Control Program Building or any other portion of the Department Project and which are caused or permitted by Tenant or any of Public Health Tenant's Parties, Tenant agrees to promptly notify Landlord of any release of Hazardous Materials in the Premises, the Building or any other portion of the Commonwealth Project which Tenant becomes aware of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from during the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date Term of this Lease.
(c) Landlord represents to , whether caused by Tenant that Landlord has not received or any written notice, demand, claim, citation, complaint, request for information other persons or similar communication with respect to entities. In the existence event of any release of Hazardous Materials at caused or permitted by Tenant or any of Tenant's Parties, Landlord shall have the Project in violation of Environmental Laws. The parties acknowledge that right, but not the obligation, to cause Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. immediately take all steps Landlord will not take deems necessary or appropriate to remediate such release and prevent any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant similar future release to such permit.MISSION PARK BUSINESS CENTER
Appears in 1 contract
Sources: Lease Agreement (Nanosensors Inc)
Hazardous Materials. The Tenant shall not use, handle, store or dispose of any oil, hazardous or toxic substances, materials or wastes (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any collectively “Hazardous Materials”) in, under, on or about the Property except for such activities that are both (1) part of the ordinary course of Tenant’s business activities Tenant may maintain customary office supplies in amounts and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business consistent with reasonable practices and in compliance with all Environmental Lawsapplicable laws and except for such storage and use consented to by Landlord in advance which consent may be withheld in Landlord's sole and absolute discretion. Any Hazardous Materials in the Premises and all containers therefor, shall be used, kept, stored and disposed of in conformity with all applicable laws, ordinances, codes, rules, regulations and orders of governmental authorities. If any the transportation, storage, use or disposal of Hazardous Materials are brought or found anywhere on the Premises Property by Tenant or Tenant’s employees, contractors, representatives, agents, or invitees in violation connection with Tenant's use of the above provisions Premises results in (1) contamination of this Sectionthe soil or surface or ground water or (2) loss or damage to person(s) or property, the same shall be then Tenant agrees (i) to notify Landlord immediately removed of any contamination, claim of contamination, loss or damage of which Tenant has knowledge, (ii) after consultation with and approval by TenantLandlord, to clean up all contamination in full compliance with proper disposalall applicable statutes, regulations and standards, and all required cleanup procedures shall be diligently undertaken pursuant (iii) except to all Environmental Laws. If at any time during the extent resulting from the gross negligence or after the Lease Term the Premises are found willful misconduct of Landlord or Landlord’s employees and agents, to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsindemnify, Tenant shall defend and hold Landlord harmless from all and against any claims, demandssuits, actionscauses of action, liabilitiescosts and fees, costsincluding, expenseswithout limitation, damages and obligations of any nature reasonable attorneys' fees, arising from or as a result connected with any such contamination, claim of contamination, loss or damage. This provision shall survive the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date termination of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier . No consent or approval of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall in any way be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse construed as imposing upon Landlord any liability for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection means, methods, or manner of removal, containment or other compliance with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request applicable law for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence foregoing. The terms of this Section 5.7 shall apply to any transportation, storage, use or disposal of Hazardous Materials at irrespective of whether Tenant has obtained Landlord’s consent therefor but nothing in this Lease shall limit or otherwise modify the Project in violation requirement of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored obtaining Landlord’s prior consent as set forth in the Premises pursuant to such permitfirst sentence of this Section 5.7.
Appears in 1 contract
Hazardous Materials. (a) In connection with Tenant’s use and/or occupancy of the Premises, Tenant shall comply with all Laws relating to industrial hygiene and environmental conditions on, under or about the Premises including, but not limited to, soil and ground water conditions. Without limiting the generality of the foregoing, Tenant and Landlord shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any “Hazardous Material” (as defined below) upon or about the Premises, nor permit Tenant’s Employees or other occupants of the Premises to engage in such activities upon or about the Premises. However, the foregoing provisions shall not prohibit the transportation to and from, and the use, storage, maintenance and handling within, the Premises of substances customarily used in connection with normal office use provided: (a) such substances s hall be used and maintained only in such quantities as are reasonably necessary for the permitted use of the Premises set forth in provision (1) of the Fundamental Lease Provisions, strictly in accordance with Laws and the manufacturer’s instructions therefor, (b) such substances shall not be disposed of, released or discharged on the Premises, and shall be transported to and from the Premises in compliance with all applicable Laws, and as Landlord shall reasonably require, (c) if any applicable Law or the Tenant’s trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Tenant shall make arrangements at Tenant’s expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to scheduling and approval by Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage of such substances in the Premises, and (d) any remaining such substances shall be completely , properly and lawfully removed from the Premises upon expiration or earlier termination of this Lease. Landlord shall have the right, at the following times, to enter the Premises in order to inspect same and to conduct any testing, monitoring or analysis reasonably required in connection therewith (collectively “Inspection”):
(i) Once in any calendar year upon reasonable notice to Tenant;
(ii) At any time during the Term of this Lease if, in Landlord’s reasonable judgment, Tenant is violating the use restrictions of this Lease or is not in strict compliance with the regulations, roles or procedures of any applicable governmental entity with respect to the transport, use, storage, maintenance, generation, manufacturing, handling, disposal, release or discharge of Hazardous Materials at the Premises, in which case Landlord shall give notice to Tenant of the reason for the Inspection and Tenant shall provide Landlord with access to the Premises for such Inspection within live (5) days of any such notice; provided, however, that in an emergency situation Tenant will provide Landlord with immediate access to the Premises. If Tenant is violating the use restrictions of this Lease or is not conduct in strict compliance with the regulations, rules or procedures of the applicable governmental entity, then all reasonable costs and expenses reasonably incurred by Landlord in connection with any activity Inspection shall become due and payable by Tenant as additional rent, within ten (10) days of presentation by Landlord of ml invoice therefor. If a dispute exists between Landlord and Tenant as to whether Landlord has sufficient reason to believe that Tenant may be violating the use restrictions of this Lease or may not be in compliance with any other provision of this Lease or any applicable governmental entity with respect to the transport, use, storage, maintenance, generation, manufacturing, handling, disposal, release or discharge of Hazardous Materials at the Premises, Tenant will provide Landlord with access to the Premises for an In spection in accordance with the provisions of the immediately preceding paragraph; provided, however, that if there is no such violation or strict non-compliance, Landlord shall be liable for the cost and expense incurred by Landlord in connection with such Inspection. Tenant shall promptly notify Landlord of: (i) any enforcement, cleanup or other regulatory action taken or threatened by any governmental or regulatory authority with respect to the presence of any Hazardous Material on the Premises that will use or produce any Hazardous Materialsthe migration thereof from or to other property, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use any demands or claims made or threatened by any party against Tenant or the Premises in relating to any manner for the storage loss or injury resulting from any Hazardous Material, (iii) any release, discharge or non-routine, improper or unlawful disposal or transportation of any Hazardous Materials except for storage of such materials that are both (1) used in Material on or from the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; Premises, and (iv) will not permit any matters where Tenant is required by law to give a notice to any governmental or regulatory authority respecting any Hazardous Materials Material on the Premises. Landlord shall have the right (but not the obligation) to be brought onto join and participate, as a party, in any legal proceedings or actions affecting the Premises initiat ed in connection with any environmental, health or safety law. At such times as Landlord may reasonably request, Tenant shall provide Landlord with a written list identifying any Hazardous Material then used, stored, or maintained upon the Premises, except the use and approximate quantity of each such material, a copy of any material safety data sheet (“MSDS”) issued by the manufacturer thereof, written information concerning the removal, transportation and disposal of the same, and such other information as Landlord may reasonably require or as may be required by applicable law. The term “Hazardous Material” for purposes hereof shall mean any chemical, substance, material or waste or component thereof which is now or hereafter listed, defined or regulated as a flammable explosive, radioactive material, hazardous or toxic chemical, substance, material or waste or component thereof (whether injurious by themselves or in conjunction with other materials) by any federal, state or local governing or regulatory body having jurisdiction, or which would trigger any employee or community “right-to-know” requirements adopted by any such body, or for which any such body has adopted any requirements for the preparation or distribution of an MSDS. Without limiting the generality of the foregoing, Hazardous Material shall include, but not be limited to substances defined as “hazardous substances”, “hazardous materials”, or “toxic substances” in the ordinary course Comprehensive Environmental Response, Compensation and Liability Act of Tenant’s business 1980, as amended, 42 U.S.C. Section 9601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801 et seq.; the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq.; and those substances defined as “hazardous wastes” in Section 25117 of the California Health & Safety Code or as “hazardous substances” in Section 25316 of the California Health & Safety Code; and in compliance with all Environmental Lawsthe regula tions adopted and publications promulgated from time to time pursuant to said laws. If any Hazardous Materials are brought Material is released, discharged or found disposed of by Tenant, Tenant’s Employees or any other occupant of the Premises, on or about the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend immediately, properly and hold Landlord harmless in compliance with applicable laws clean up and remove the Hazardous Material from all claimsthe Building and any other allotted property and clean or replace any affected personal property (whether or not owned by Landlord), demands, actions, liabilities, costs, expenses, damages at Tenant’s expense. Such clean-up and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet removal work shall be subject to Landlord’s prior written approval (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materialsexcept in emergencies), and shall deliver such list include, without limitation, any testing, investigation, and MSDS copies the preparation and implementation of any remedial action plan required by any governmental body having jurisdiction or reasonably required by Landlord. If Tenant shall fail to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on comply with the Premises as of the date provisions of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least Section within five (5) business days’ prior days after written notice by Landlord, or such shorter time as may be required by applicable law or in order to Tenant minimize any hazard to persons or property, Landlord may (but shall not be obligated to) arrange for such compliance directly or a shorter period as Tenant’s agent through contractors or other parties selected by Landlord, at Tenant’s expense (without limiting Landlord’s other remedies under this Lease or applicable law). If any Hazardous Material is released, discharged or disposed of prior written notice in the case of emergencies), enter on or about the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to timesuch r ▇▇▇▇▇▇, provided that Landlord shall use reasonable efforts to minimize the interference with discharge or disposal is not caused by Tenant, Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section employees or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy other occupants of the Premises, FoldRx has (i) submitted such release, discharge or disposal shall be deemed damage under Article 13 of the Lease to the Radiation Control Program extent that the Premises are affected thereby; in such case, Landlord and Tenant shall have the obligations and rights respecting such damage provided under ARTICLE 13 of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Ikos Systems Inc)
Hazardous Materials. (a) Tenant Without limiting the provisions of Sections 7.1 and 7.2 of this Lease and except as otherwise provided in this Article XV with respect to Photronics, Photronics covenants and agrees that Photronics, its employees, agents, contractors and other third parties entering upon the Premises at the request or invitation of Photronics shall not bring into, maintain upon, generate, use, store, dispose of or release or discharge in or about the Premises any hazardous materials in violation of Applicable Laws. Photronics shall be permitted to bring onto, maintain upon and use substances typically found or used in general office and administrative applications and the operations of the Premises for the Permitted Use so long as (i) will not conduct such substances and any activity on equipment which generates such substances are maintained only in such quantities as are reasonably necessary or appropriate for Photronics’ operations in the Premises that will use or produce any Hazardous MaterialsPremises, except for (ii) such activities that substances are both (1) part of the ordinary course of Tenant’s business activities used and (2) conducted stored strictly in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for manufacturers’ instructions therefor and the storage of any Hazardous Materials except for storage of such materials that are both (1) used highest standards prevailing in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; industry for such substances, (iii) will such substances are not install any underground tanks disposed of any type; in or about the Premises and (iv) will not permit all such substances and any Hazardous Materials equipment which generates such substances are removed from the Premises by Photronics upon any termination of this Lease. Any use, storage, generation or management by Photronics of hazardous materials in or about the Premises as is permitted pursuant to this paragraph shall be brought onto the Premises, except in the ordinary course of Tenant’s business and carried out in compliance with all Environmental Applicable Laws. If Except with the prior written consent of Micron, which consent shall not be unreasonably withheld or delayed, Photronics shall not change or expand the Premises or its occupancy, use, or activities thereon in any Hazardous Materials are brought manner that would subject Micron or found on Photronics to new or heightened standards or obligations under any Environmental Law, including, without limitation, modifying, changing, or expanding equipment; methods of operation; the type of quantity of any input, throughput, or output (including emissions or effluent); or hours of operation. In the event that any such change proposed by Photronics is reasonably anticipated to require new or modified permits or licenses for or relating to the Premises, then Photronics shall be solely responsible for obtaining same at its sole cost and expense subject to Micron’s consent which shall not be unreasonably withheld or delayed so long as such proposed change for which the new or modified license or permit is requested shall not create any potential liability for the Premises not anticipated in connection with the operation of the Premises for the Permitted Use. No such proposed change by Photronics shall be made until Photronics obtains such new or modified license or permit. Micron shall cooperate as reasonably requested by Photronics (and at Photronics’ sole cost and expense) to obtain such new or modified permits or licenses to which Micron has consented. Without limitation of the foregoing restriction and any other requirements of this Article XV, Photronics shall, within ten (10) Business Days after Photronics’ receipt of Micron’s written request therefor, advise Micron in writing of any hazardous materials then maintained by Photronics in the Premises, the use of each such hazardous material and the approximate quantity of each such hazardous material so maintained by Photronics, together with written certification by Photronics stating, in substance, that neither Photronics nor any person for whom Photronics is responsible has released or discharged any hazardous materials in or about the Premises. Additionally, from time to time throughout the lease term upon written request from Micron, Photronics shall provide Micron with real time access to Photronics computer systems and records relating to Photronics’ chemical inventory and accounting systems relating to the Permitted Use at the Land and the Premises and copies of any and all information necessary for Micron’s compliance with any and all federal permitting, record keeping, reporting or other obligations under any Applicable Laws. For example, and without limitation of the foregoing, Micron shall have the right to access the internal chemical management system for air-permitting and Emergency Planning Community Right to Know Act toxic release reporting purposes. Photronics shall not Release or permit the Release of any hazardous materials in, over, on, under, through, from, or about the Premises in violation of any Applicable Laws. In the above provisions event that Photronics proposes to conduct any use or to operate any equipment which will or may utilize or generate a hazardous material other than as specified in the first paragraph of this SectionArticle XV, Photronics shall first in writing submit such use or equipment to Micron for approval. No approval by Micron shall relieve Photronics of any obligation of Photronics pursuant to this Article XV, including the same removal, clean-up and indemnification obligations imposed upon Photronics by this Article XV. Photronics shall, immediately upon receipt thereof, furnish to Micron copies of all notices or other communications received by Photronics with respect to any actual or alleged release or discharge of any hazardous material in or about the Premises and shall, immediately upon obtaining knowledge thereof, whether or not Photronics receives any such notice or communication, notify Micron in writing of any discharge or release of hazardous material by Photronics or anyone for whom Photronics is responsible in or about the Premises. In the event that Photronics is required to maintain any hazardous materials license or permit in connection with any use conducted by Photronics or any equipment operated by Photronics in the Premises, copies of each such license or permit, each renewal or revocation thereof and any communication relating to suspension, renewal or revocation thereof, shall be furnished to Micron within five (5) Business Days after receipt thereof by Photronics but in no event later than five (5) Business Days prior to the date any adverse action could be taken with respect to Micron or the Premises pursuant to such notice. Compliance by Photronics with the two immediately removed preceding sentences shall not relieve Photronics of any other obligation of Photronics pursuant to this Article XV. Upon any violation of the foregoing covenants, Photronics shall be obligated, at Photronics’ sole cost, to clean-up and remove from the Premises all hazardous materials introduced into the Premises by TenantPhotronics or any Photronics’ Party. Such clean-up and removal shall include all testing and investigation required by any governmental authorities having jurisdiction and preparation and implementation of any remedial action plan required by any governmental authorities having jurisdiction or that Micron may require in its reasonable discretion. All such clean-up and removal activities of Photronics shall, in each instance, be conducted to the satisfaction of Micron and to the satisfaction of all governmental authorities having jurisdiction. Micron’s right of access pursuant to Section 16.2 shall include the right to enter, inspect and test the Premises for compliance with proper disposalPhotronics’ covenants in this Article XV, provided that such right is reasonably exercised and the exercise of such right does not unreasonably interfere with Photronics’ use and occupancy of the Premises. If any governmental authority or lender to Micron shall require testing for hazardous materials in the Premises, and it is determined as the result of such testing that hazardous materials have been disposed of, released or discharged in or about the Premises, then Photronics shall reimburse Micron for all required cleanup procedures shall be diligently undertaken reasonable costs of such testing as additional rent hereunder in addition to Photronics’ remediation obligations hereunder or pursuant to all Environmental LawsLaws or any other Applicable Law and this Lease. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsPhotronics shall indemnify, Tenant shall defend and hold Landlord harmless Micron, its shareholders, officers, employees, agents and lenders from and against any and all claims, demandsliabilities, losses, actions, liabilitiescosts and expenses (including reasonable attorneys’ fees and costs of defense) incurred by such indemnified persons, costsor any of them, expenses, damages and obligations of any nature arising from or as a the result of (A) the use of introduction into or about the Premises by Tenant Photronics, its employees, subtenants, licensees, contractors, agents, invitees or its Invitees Tenant will maintain on trespassers (each, a “Photronics’ Party” and, collectively, the “Photronics’ Parties”) of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Photronics or any Photronics’ Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Photronics or any Photronics’ Party of any hazardous materials, (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Photronics or any Photronics’ Party of hazardous materials in or about the Premises, and (E) any failure of Photronics or any Photronics’ Party to observe the foregoing covenants of this Article XV. Payment shall not be a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies condition precedent to enforcement of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request thereforforegoing indemnification provision. Except for Hazardous Materials that existed in In the event the Land was owned by Micron or on the Premises an Affiliate as of the date of this Lease, Tenant Micron shall remove indemnify, defend and hold harmless Photronics, its shareholders, officers, employees, agents and lenders from and against any and all Hazardous Materials claims, liabilities, losses, actions, costs and expenses (including reasonable attorneys’ fees and costs of defense incurred by such indemnified parties, or any of them as a result of (A) the introduction into or about the Premises by Micron, its employees, licensees, contractors, agents, invitees or trespassers, in each instance other than Photronics or any Photronics’ Parties (each a “Micron Party” and, collectively, the “Micron Parties”) of any hazardous materials, (B) the usage, storage, maintenance, generation, production or disposal by Micron or any Micron Party of hazardous materials in or about the Premises, (C) the discharge or release in or about the Premises by Micron or any Micron Party of any hazardous material and (D) any injury to or death of persons or damage to or destruction of property resulting from the use, introduction, maintenance, storage, generation, disposal, disposition, release or discharge by Micron or any Micron Party of hazardous materials in or about the Premises in accordance with prior to the applicable standard required date of execution of this Lease. Upon prior written request by the Environmental Laws for premises with Photronics, or otherwise at Micron’s election, within thirty (30) days after any termination of this Lease Micron shall at Photronics’ sole cost and expense retain a laboratory use before the earlier hazardous materials consultant (to be reasonably approved by Photronics) to conduct a survey or audit of the date Tenant vacates Premises to determine whether or not hazardous materials introduced by Photronics or any Photronics’ Party are present in or about the Premises Premises. Photronics shall cooperate fully with Micron and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice such consultant in the case conduct of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting any such inspections and tests after normal business hours if required by Tenantsurvey or audit. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal If such survey or audit reveals the presence of Hazardous Materials hazardous materials brought into or upon the Premises by Photronics in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this SectionArticle XV, in which case Tenant Photronics shall reimburse Landlord pay for the reasonable cost thereof of such audit. Such payment shall be made by Photronics to Micron, as additional rent, within ten thirty (1030) days after LandlordPhotronics’ receipt of Micron’s request invoice therefor.
(b) In connection . Otherwise, the cost of such survey or audit shall be borne by Micron. If the audit or survey discloses the presence of hazardous materials introduced by Photronics or any Photronics’ Party, the provisions of this Article XV pertaining to Photronics’ remediation obligations and Micron’s remedies for violations of Photronics’ covenants hereunder shall apply to such hazardous materials and Photronics’ obligations with FoldRx’s discontinuance of occupancy respect thereto. Upon any violation of the Premisesforegoing covenants, FoldRx has (i) submitted Micron shall be entitled to exercise all remedies available to a landlord against a defaulting tenant, including but not limited to those set forth in Article XIV. Without limiting the Radiation Control Program generality of the Department of Public Health foregoing, Photronics expressly agrees that upon any such violation Micron may, at its option, (A) after notice and failure to cure pursuant to Section 14.1, terminate this Lease or (B) continue this Lease in effect until compliance by Photronics with its clean-up and removal covenant notwithstanding any earlier expiration date of the Commonwealth term of Massachusetts a request for termination this Lease. No action by Micron hereunder shall impair the obligations of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program Photronics pursuant to this Article XV. Photronics acknowledges that incorporation of the Department of Public Health of the Commonwealth of Massachusetts an Amendment Noany material containing asbestos in any Building is absolutely prohibited. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”)Photronics agrees that it shall not knowingly incorporate or permit or suffer to be incorporated any material containing asbestos into any Building. Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant Photronics shall not be responsible for in breach of the removal or remediation foregoing covenant by virtue of any radioactive material asbestos placed or caused to be placed in any Building by Micron, whether pursuant to the performance of Micron’s obligations hereunder or on otherwise. The covenants contained in this Article XV shall survive the Premises as of the date expiration or any earlier termination of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Photronics Inc)
Hazardous Materials. a. Subtenant shall not transport, use, store, ------------------- maintain, generate, manufacture, handle, dispose, release, or discharge any Hazardous Material (aas hereinafter defined) Tenant upon or about the Sublease Premises or the Building, nor permit Subtenant's employees, agents, contractors and other occupants of the Sublease Premises to engage in such activities upon or about the Sublease Premises or the Building. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance, and handling within, the Sublease Premises or the Building of substances customarily used in similar buildings provided: (i) will not conduct any activity on the Premises that will such substances shall be used and maintained only in such quantities as are reasonably necessary for Subtenant's permitted use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted Sublease Premises, strictly in accordance with the any and all Environmental Lawsapplicable laws, statutes, codes, ordinances, rules or regulations (the "Law") and the manufacturers' instructions therefor; (ii) will not use such substances may be disposed of, released, or discharged at the Sublease Premises if permitted by and in compliance with the Law and shall be transported to and from the Sublease Premises in any manner for compliance with the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business Law and (2) properly stored in a manner and location satisfying all Environmental Laws; as Sublandlord or Master Landlord shall reasonably require, (iii) will not install if the Law or Master Landlord's trash removal contractor requires that any underground tanks such substances from the Sublease Premises be disposed of any type; separately from ordinary trash, Subtenant shall make arrangements at Subtenant's expense for such disposal directly with a qualified and licensed disposal company at a lawful disposal site (subject to reasonable scheduling and approval by Master Landlord), and shall ensure that disposal occurs frequently enough to prevent unnecessary storage or accumulation of such substances in the Sublease Premises, and (iv) will not permit any Hazardous Materials to remaining such substances shall be brought onto completely, properly and lawfully removed by Subtenant from the Premises, except in Sublease Premises and the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought Building upon expiration or found on the Premises in violation of the above provisions earlier termination of this SectionSublease or Subtenant's right to possession.
b. The term "Hazardous Materials" for purposes hereof shall mean any chemical, the same shall be immediately removed by Tenantsubstance, with proper disposalmaterial, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated waste, or subject to such conditions component thereof, whether in a solid, liquid or gaseous state, which is now or hereafter listed, defined, or regulated as a result of Tenant’s failure to comply with hazardous or toxic chemical, substance, material, or waste, or component thereof, by any federal, state, or local governing or regulatory body having jurisdiction, or which would trigger any employee or community "right-to-know" requirements adopted by any such body, or for which any such body has adopted any requirements for the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations preparation or distribution of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was sheet, issued by the producers or manufacturers thereofmanufacturer therefor, together with copies written information concerning the removal, transportation, and disposal of the MSDS’s for such materialssame, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in other information as the requesting party may reasonably require or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard may be required by the Environmental Laws for premises with a laboratory use before Law, including, without limitation, (a) the earlier Resource Conservation and Recovery Act of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may1976, upon at least five 42 U.S.C. (5S) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies)6901 et seq, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require amended from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
regulations promulgated thereunder; (b) In connection with FoldRx’s discontinuance the Comprehensive Environmental Response, Compensation and Liability Act of occupancy of the Premises1980, FoldRx has 42 U.S.C. (iS) submitted 9601 et seq, as amended from time to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents time, and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
regulations promulgated thereunder; (c) Landlord represents to Tenant that Landlord has not received any written noticeFederal Water Pollution Control Act/Clean Water Act, demand33 U.S.C. (S) 1251 et seq.; (d) Clean Air Act, claim42 U.S.C. (S) 7901 et seq.; (e) Toxic Substances Control Act, citation, complaint, request for information or similar communication with respect to 15 U.S.C. (S) 2601 et seq.; (f) the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored Transportation Act, 49 U.S.C. (S)(S) 1801 et seq.; and in the Premises regulations adopted and publications promulgated pursuant to such permitsaid laws; and in any revised or successor code thereto.
Appears in 1 contract
Hazardous Materials. (a) Tenant The term "SUBSTANCES", as used in this Lease shall mean pollutants, contaminants, toxic or hazardous wastes, or any other substances, the use, storage, handling, disposal, transportation or removal of which is regulated, restricted, prohibited or penalized by any "ENVIRONMENTAL LAW", which term shall mean any federal, state or local law, ordinance or other statute of a governmental or quasi-governmental authority relating to pollution or protection of health or the environment and shall specifically include, but not be limited to, any "HAZARDOUS SUBSTANCE" as that term is defined under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 and any amendments or successors in function thereto. Lessee hereby agrees that (i) no activity will not conduct any activity be conducted on the Premises that will use or produce any Hazardous MaterialsSubstance, except for such activities that are both (1) part of the ordinary course of Tenant’s for Lessee's business activities and (2the "PERMITTED ACTIVITIES") provided said Permitted Activities are conducted in accordance with all Environmental LawsLaws and have been approved in advance in writing by Lessor (which approval Lessor may grant or withhold in its sole discretion); Lessee shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (ii) the Premises will not use the Premises be used in any manner for the storage of any Hazardous Materials Substances except for the temporary storage of such materials that are both (1) used in the ordinary course of Tenant’s Lessee's business and (2) provided such Substances are properly stored in a manner and location satisfying meeting all Environmental LawsLaws and approved in advance in writing by Lessor (which approval Lessor may grant or withhold in its sole discretion); Lessee shall be responsible for obtaining any required permits and paying any fees and providing any testing required by any governmental agency; (iii) no portion of the Premises will be used as a landfill or a dump; (iv) Lessee will not install any underground tanks or aboveground tank of any type; and (ivv) Lessee will not cause any surface or subsurface conditions to come into existence at the Premises, or aggravate surface or subsurface conditions, that constitute, or with the passage of time, may constitute a public or private nuisance; (vi) Lessee will not permit any Hazardous Materials Substances to be brought onto the Premises, except in accordance with the ordinary course of Tenant’s business terms and in compliance with all Environmental Laws. If any Hazardous Materials are conditions hereof, and if so brought or found on the Premises in violation of the above provisions of this Sectionlocated thereon, the same shall be immediately removed by Tenantremoved, with proper disposaland properly disposed, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws; and (vii) except for compliance obligations resulting from any conditions identified in the Phase I environmental report dated June, 1996, conducted on the Premises prior to Lessee taking possession of the Premises, or from the migration of Hazardous Substances onto the Premises from or through adjoining property, which Lessee or any of Lessee's licensees, invitees, agents, employees. assigns, subtenants, or independent contractors does not cause or aggravate, Lessee shall in all regards comply with Environmental Laws, including, without limitation. meeting any necessary financial responsibility requirements. Prior to any Substance being brought upon or into the Premises, whether Lessor's written permission is required or not, Lessee will provide to Lessor any applicable material safety data sheets regarding said Substance as well as a written description of the amount of such Substance to be brought upon or into the Premises and the common and recognized chemical name of such Substance. Lessee shall bear responsibility for insuring that all record keeping, reporting and remediation responsibilities of Lessee under Environmental Laws relative to Lessee's, or Lessee's licensees', invitees', agents', employees assigns', subtenants', or independent contractors', use of or activity on the Premises. are met and Lessee assumes all such responsibility and liability for such legal compliance. Subject to the notification provisions set forth in Paragraph 13 of this Lease, Lessor or Lessor's representative shall have the right, but not the obligation. to enter the Premises for, among other purposes, the purposes of inspecting the storage, use and disposal of any Substances and to review compliance with all Environmental Laws. Should it be determined, in the exercise of Lessor's reasonable judgment, that any Substances are being improperly stored, used, or disposed of, then Lessee shall immediately take such corrective action as required by applicable Environmental Laws, Lessee will provide Lessor written notification of the release or disposal of any Substance either within the Premises or outside of Lessee's Premises and will also provide Lessor written notice of any pending or threatened litigation concerning the breach or purported breach of any Environmental Laws. If at any time during or after the Lease Term term of the Lease, the Premises are found to be so contaminated by Substances or subject to such conditions said conditions, arising from or as a result of Tenant’s failure Lessee's negligence (whether in whole or in part) or the use at the Premises of any Substances by Lessee or any of Lessee's licensees, invitees, agents, employees, assigns, subtenants, or independent contractors or other activities on the Premises by Lessee or any of Lessee's licensees, invitees agents, employees, assigns, subtenants, or independent contractors, Lessee shall diligently institute proper and thorough investigation, risk assessment, and cleanup procedures in accordance with Environmental Laws at Lessee's sole cost, and Lessee agrees to comply with the foregoing provisions, Tenant shall defend indemnify and hold Landlord Lessor harmless from all claims, demands, actions, liabilities, costs, expenses, damages damages, fines, reimbursement, restitution, response costs, cleanup costs, and obligations (including investigative responses and attorney's fees) of any nature arising resulting therefrom, except to the extent that Lessee may establish that such contamination of the Premises migrated onto the Premises from or as a result through adjoining properties, which Lessee or any of Lessee's licensees, invitees, agents, employees, assigns, subtenants, or independent contractors did not cause or aggravate. The foregoing indemnification and the responsibilities of Lessee shall apply to Lessee regardless of whether they arise from any Permitted Activity or from any Substances, the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materialsLessor approved, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in survive the termination or on the Premises as of the date expiration of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests Lessor shall be conducted at Landlord’s expense, unless they reveal under no obligation to expend any sums or to seek reimbursement to enforce the presence indemnification obligations of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforLessee hereunder.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) Tenant (i) will not conduct any activity on To Landlord's actual knowledge, as of the delivery of possession of the Premises that will to Tenant, no portion of the Project shall be in violation of any applicable Laws respecting "Hazardous Materials" (as hereinafter defined) at levels which would materially and adversely affect Tenant's use or produce any Hazardous Materials, except for such activities that are both (1) part occupancy of the ordinary course Premises. Landlord shall indemnify, defend and hold harmless Tenant from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of Tenant’s claims and for reasonable attorneys' fees, consultant fees and expert fees, but specifically excluding special, indirect or consequential damages including but not limited to claims for loss of use, anticipated profit or business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use opportunity, market-based stigma damages or business interruption, or mental or emotional distress or fear of injury or disease), to the Premises in any manner for the storage extent arising as a result of any Hazardous Materials except for storage under current interpretations of such materials that are both applicable Laws as of the date of this Lease now or hereafter located in, on, under or about the Building and/or Project unless caused to be so located in, on, under or about the Building and/or Project by Tenant, any subtenant of Tenant and/or any of their respective employees, agents, representatives, contractors or invitees. This indemnification of Tenant by Landlord includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work. The covenants of Landlord under this Paragraph 6.2(a) shall survive the expiration of the Term or earlier termination of this Lease.
(1b) Except general office supplies typically used in an office area in the ordinary course of Tenant’s business, such as copier toner, liquid paper, glue, ink, and cleaning solvents (collectively, "Customary General Office Hazardous Materials"), for use in the manner for which they were designed, in such amounts as may be normal for the office business and (2) properly stored operations conducted by Tenant in a manner and location satisfying all Environmental Laws; (iii) will not install the Premises, neither Tenant nor any underground tanks subtenant nor any of any type; and (iv) will not permit their respective employees, agents, representatives, contractors, licensees or invitees, shall use, handle, store or dispose of any Hazardous Materials to be brought onto in, on, under or about the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental LawsBuilding or the Project. If In the event any Hazardous Materials (other than Customary General Office Hazardous Materials) are brought caused to be located in, on, under or found on about the Premises in violation of the above provisions of this SectionPremises, the same shall be immediately removed Building or Project by Tenant, with proper disposalany of its subtenants, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at or any time during of their respective employees, agents, representatives, contractors, licensees or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsinvitees, Tenant shall notify Landlord of the same immediately following Tenant's first learning of the same. In the event of a breach of the covenant contained in the foregoing sentences of this Paragraph 6.2(b), or in the event Hazardous Materials are otherwise caused to be located in, on, under or about the Premises, Building or Project by Tenant, any of its subtenants, or any of their respective employees, agents, representatives, contractors, licensees or invitees, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, demandsjudgments, actionsdamages, liabilitiespenalties, fines, costs, expensesliabilities and losses (including, damages without limitation, diminution in valuation of the Premises, Building or Project, and obligations sums paid in settlement of any nature arising from claims and for reasonable attorneys' fees, consultant fees and expert fees) which arise during or after the Term as a result of any contamination directly or indirectly arising from the use activities which are the basis for such breach. This indemnification of the Premises Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work. Tenant shall promptly take all actions, at its Invitees sole cost and expense, as are necessary to return the Premises, Building and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord's approval of such actions shall first be obtained and Tenant will maintain on the Premises a list of all materials stored shall fully cooperate in connection with any such clean up, restoration or other work, at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, Tenant's sole cost and shall deliver such list and MSDS copies to Landlord upon Landlord’s request thereforexpense. Except for Hazardous Materials that existed in or on the Premises as of the date of this LeaseFurthermore, Tenant shall remove all Hazardous Materials from promptly notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord's election, shall have the sole right, at Tenant's expense, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials in violation contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant under this Paragraph 6.2(b) shall survive the expiration of the above provisions of this Section Term or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease (Sport Chalet Inc)
Hazardous Materials. Subtenant expressly acknowledges and agrees that it shall perform all removal, decontamination, compliance, reporting and remediation obligations in respect of the Subleased Premises to the extent required by Section 5.3 of the Master Lease, which has been incorporated herein by reference. If any written report, including any report containing results of any Environmental Assessment (aas defined in the Master Lease) Tenant (an “Environmental Report”) shall indicate (i) will not conduct any activity on the Premises that will use or produce presence of any Hazardous Materials, except for such activities that are both (1) part Materials as to which Subtenant has a removal or remediation obligation under Section 5.3 of the ordinary course of Tenant’s business activities Master Lease, and (2ii) conducted that as a result of same, the investigation, characterization, monitoring, assessment, repair, closure, remediation, removal, or other clean-up (the “Clean-up”) of any Hazardous Materials is required pursuant to Section 5.3 of the Master Lease, Subtenant shall immediately prepare and submit to Sublandlord and Master Landlord within thirty (30) days after receipt of the Environmental Report a comprehensive plan, subject to Sublandlord’s and Master Landlord’s written approval, specifying the actions to be taken by Subtenant to perform the Clean-up so that the Subleased Premises are restored to the conditions required by Section 5.3 of the Master Lease. Upon Sublandlord’s and Master Landlord’s approval of the Clean-up plan, Subtenant shall, at Subtenant’s sole cost and expense, without limitation of any rights and remedies of Sublandlord or Master Landlord under this Sublease, immediately implement such plan with a consultant reasonably acceptable to Sublandlord and Master Landlord and proceed to Clean-Up Hazardous Materials in accordance with all Environmental Laws; Applicable Laws and as required by such plan and this Sublease. If, within thirty (ii30) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage days after receiving a copy of such materials Environmental Report, Subtenant fails either (a) to complete such Clean-up, or (b) with respect to any Clean-up that are both cannot be completed within such thirty (130) used in day period, fails to proceed with diligence to prepare the ordinary course of Tenant’s business Clean-up plan and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will complete the Clean-up as promptly as practicable, then Sublandlord shall have the right, but not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposalobligation, and all required cleanup procedures shall be diligently undertaken pursuant without waiving any other rights under this Sublease, to all Environmental Laws. If at carry out any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required Clean-up recommended by the Environmental Laws for premises with a laboratory use before Report or required by any governmental authority having jurisdiction over the earlier Subleased Premises, and recover all of the date Tenant vacates the Premises costs and the date Tenant’s right to possess the Premises ends. Landlord mayexpenses thereof from Subtenant as Additional Rent, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof payable within ten (10) days after Landlord’s request receipt of written demand therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous MaterialsExcept for lawful, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) general office supplies and chemicals typically used in the ordinary course of Tenant’s business of Lessee and other uses within commercial properties, such as copies toner, liquid paper, glue, ink and common household cleaning materials (2) properly stored in a manner and location satisfying some or all Environmental Laws; (iii) will of which may constitute “Hazardous Materials” as defined below), Lessee agrees not install any underground tanks of any type; and (iv) will not to cause or permit any Hazardous Materials to be brought onto the Premisesupon, except in the ordinary course stored, used, handled, generated, released, disposed of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought on, in, under or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of about the Premises by Tenant Lessee, its agents, employees, subtenants, assignees, contractors, or its Invitees Tenant will maintain on invitees (collectively, “Lessee’s Parties”), without the Premises a list prior written consent of Lessor, which consent shall not be unreasonably withheld or delayed provided Lessee complies with all materials stored at laws regarding the Premises for which a material safety data sheet (an “MSDS”) was issued by use, storage and disposition of any such Hazardous Materials. Upon the producers expiration or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date sooner termination of this Lease, Tenant shall Lessee agrees to remove from the Premises, at its sole cost and expense, any and all Hazardous Materials, including any equipment or systems containing Hazardous Materials from which are installed, brought upon, stored, used, generated or released upon, in or under the Premises in accordance with or any portion thereof by Lessee or any of Lessee’s Parties. To the applicable standard required fullest extent permitted by law, Lessee agrees to promptly indemnify, protect, defend and hold harmless Lessor and Lessor’s partners, officers, directors, employees, agents, successors and assigns (collectively, “Lessor’s Indemnified Parties”) from and against any and all claims that Lessor may be liable for, suffer, incur, or pay arising out of any Hazardous Materials brought upon, stored, used, handled, generated, released, disposed of on, in, under or about the Premises by the Environmental Laws for premises Lessee parties. Lessee must comply with a laboratory use before all clean-up, removal, repair, detoxification or the earlier remediation requirements of the date Tenant vacates Texas Commission on Environmental Quality and the Environmental Protection Agency, and each of its successor agencies and authorities, or any other state agency, or federal agency of competent jurisdiction, in rendering the Premises safe from injury or death and the date Tenant’s right to possess caused by any Hazardous Materials being brought upon, stored, used, handled, generated, released, disposed of on, in, under or about the Premises endsby Lessee Parties. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions For purposes of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the 7.02 “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (aA) Tenant (i) will not conduct any activity on the Premises that will use or produce any No Hazardous Materials, except for such activities that are both (1) part as defined herein, shall be Handled, as also defined herein, upon, about, above or beneath the Premises or any portion of the ordinary course Building by or on behalf of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any , its subtenants or its assignees, or their respective contractors, clients, officers, directors, employees, agents, or invitees. Any such Hazardous Materials except for storage so Handled shall be known as Tenant's Hazardous Materials. Notwithstanding the foregoing, normal quantities of such materials that are both (1) Tenant's Hazardous Materials customarily used in the ordinary course conduct of general administrative and executive office activities (e.g., copier fluids and cleaning supplies) may be Handled at the Premises without Landlord's prior written consent. Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any 's Hazardous Materials to shall be brought onto the Premises, except in the ordinary course of Tenant’s business and Handled at all times in compliance with the manufacturer's instructions therefor and all applicable Environmental Laws. If any Hazardous Materials are brought or found on , as defined herein.
(B) Notwithstanding the Premises in violation obligation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken Tenant to indemnify Landlord pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionsthis Lease, Tenant shall defend shall, at its sole cost and hold expense, promptly take all actions required by any Regulatory Authority, as defined herein, or necessary for Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the to make full economic use of the Premises or any portion of the Building, which requirements or necessity arises from the Handling of Tenant's Hazardous Materials upon, about, above or beneath the Premises or any portion of the Building. Such actions shall include, but not be limited to, the investigation of the environmental condition of the Premises or any portion of the Building, the preparation of any feasibility studies or reports and the performance of any cleanup, remedial, removal or restoration work. Tenant shall take all actions necessary to restore the Premises or any portion of the Building to the condition existing prior to the introduction of Tenant's Hazardous Materials, notwithstanding any less stringent standards or remediation allowable under applicable Environmental Laws. Tenant shall nevertheless obtain Landlord's written approval prior to undertaking any actions required by Tenant this Section, which approval shall not be unreasonably withhold so long as such actions would not potentially have a material adverse long-term or its Invitees Tenant will maintain short-term effect on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies any portion of the MSDS’s for such materialsBuilding.
(C) Tenant agrees to execute affidavits, representations, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require like from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted time at Landlord’s expense, unless they reveal 's request stating Tenant's best knowledge and belief regarding the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of on the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Office Lease (Deja Foods Inc)
Hazardous Materials. (a) For the purposes hereof, the term "Hazardous Materials" shall include, without limitation, hazardous or toxic substances, materials that may be deemed hazardous to human or animal health, including without limitation, oil and petroleum derivatives and products, asbestos, lead paint and radon.
(b) Tenant (i) represents and warrants that, except as herein set forth, it will not conduct any activity on the Premises that will use use, store or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage dispose of any Hazardous Materials except for storage in the Building or Property. Landlord agrees that Tenant may use such commercial or household type cleaners and chemicals to maintain the Building or Property. Storage of such materials chemicals is also permitted. Landlord and Tenant acknowledge that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying any or all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of cleaners and chemicals described in this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Lawsparagraph may constitute Hazardous Materials. If at Notwithstanding any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date other provision of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period use, store and dispose of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein same as it may reasonably require from time to timeherein set forth, provided that Landlord shall use reasonable efforts to minimize the interference in doing so, Tenant complies with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this LeaseLaws.
(c) Landlord represents and warrants to Tenant that that, as of the date on which Landlord shall deliver possession of the Property to Tenant, the Building and Property shall be free from contamination by Hazardous Materials. Notwithstanding anything in this Lease to the contrary, Tenant shall not be obligated to accept possession of the Building and Property until any Hazardous Materials found in or on the Building or Property have been removed, and Landlord has supplied Tenant with a certificate from the appropriate governmental authority that such removal has been completed, and Landlord has restored the Building and Property to the condition which existed immediately prior to such removal and/or otherwise in conformance with the terms of this Lease.
(d) If, at any time during the Term, Hazardous Materials shall be found in or on the Building or Property, then:
(i) with regard to the presence or release of any Hazardous Materials that Tenant shall not received have caused, Landlord shall, with diligence, remove or remediate or cause the remediation or removal of same to the extent required by Laws, and in compliance with Laws, and at Landlord's sole cost; and Landlord agrees to defend, indemnify, and hold Tenant harmless from and against any written noticeand all costs, demanddamages, expenses, and/or liabilities (including reasonable attorneys' fees) which Tenant may suffer as a result of any claim, citationsuit, complaintor action regarding any such Hazardous Materials (whether alleged or real), request and/or regarding the removal and remediation of same. Landlord shall diligently commence or cause the commencement of such remediation within thirty (30) days of knowledge of such presence or release. If Landlord shall fail to commence or cause the commencement to remediate in the manner specified in this Section, within the specified time periods, then, Tenant may give Landlord 10 days' prior written notice of Tenant’s election to remove or remediate the Hazardous materials on Landlord’s behalf. If Tenant shall so remove or remediate the Hazardous Materials, Tenant may deduct the costs for information or similar communication such removal and remediation (including without limitation, testing and professional costs) from Fixed Rent and other amounts payable by Tenant to Landlord under this Lease.
(ii) with respect regard to the existence presence or release of any Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that caused by Tenant, Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application shall remove or remediate same to the Premises. extent required by Laws, and in compliance with Laws, and at Tenant's sole cost; and Tenant agrees to defend, indemnify and hold Landlord will not take harmless from and against any and all costs, damages, expenses, and/or liabilities (including reasonable attorneys' fees) which Landlord may suffer as a result of any claim, suit, or action that would reduce regarding any such Hazardous Materials (whether alleged or real), and/or regarding the amount removal and remediation of flammable materials that can be stored in the Premises pursuant to such permitsame.
Appears in 1 contract
Hazardous Materials. (a) Tenant (i) will not conduct any activity on Except for the use of general office supplies within the Premises that will use or produce any Hazardous Materials, except for such activities that which are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted a kind typically used in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used normal office areas in the ordinary course of Tenant’s business (such as, for example, copier toner, liquid paper, glue, ink, photocopy supplies, secretarial supplies and limited janitorial supplies, and cleaning solvents), for use in the manner for which they were designed and only in accordance with all applicable governmental regulations pertaining to Hazardous Materials (2as defined in Section 29.31 below) properly stored and the customary standards prevailing in a manner the industry for such use, and location satisfying all Environmental Laws; (iii) will then only in such amounts as may be normal for the office business operations conducted by Tenant on the Premises, Tenant shall not install any underground tanks cause or permit the use, handling, storage or disposal of any type; and (iv) will not permit any Hazardous Materials to be brought onto in, on, under or about the Premises, except in the ordinary course of Premises by Tenant or Tenant’s business employees, agents, contractors, or licensees (collectively, “Tenant Parties”) or Tenant’s invitees, or in, on, under or about the remaining portions of the Real Property by Tenant or Tenant’s employees, agents, representatives or contractors. Tenant shall promptly take all actions, at its sole cost and in compliance with all Environmental Laws. If expense, as are necessary to return the Premises and the Real Property to the condition existing prior to the introduction of any such Hazardous Materials are brought by Tenant or found on the Premises in violation applicable parties specified above, provided Landlord’s approval of the above provisions of this Sectionsuch actions shall first be obtained, the same which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall be immediately removed by Tenantsolely responsible for and shall indemnify, with proper disposalprotect, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If defend (at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply expense with the foregoing provisions, Tenant shall defend counsel reasonably approved by Landlord) and hold Landlord harmless from and against any and all claims, demandsjudgments, actionssuits, causes of action, damages, penalties, fines, liabilities, losses and expenses (including, without limitation, reasonable investigation and clean-up costs, expensesreasonable attorneys’ fees, damages reasonable consultant fees and obligations court costs) which arise during or after the Term of any nature arising from or this Lease as a result of the use breach of any of the obligations and covenants set forth in this Section 5.3 by Tenant or any Tenant Parties, and/or any contamination of the Premises, directly or indirectly, arising from activities of Tenant or Tenant Parties, and/or any contamination of the remaining portions of the Real Property, directly or indirectly arising from the activities of Tenant or its employees, agents, representatives or contractors. Notwithstanding anything in the foregoing to the contrary, Tenant shall have no liability to Landlord for any Hazardous Materials that exist in or outside the Premises as of the Lease Commencement Date or which thereafter were placed in the Premises or found to be in or outside the Premises (collectively, the “Excluded Hazardous Materials”) to the extent not (i) introduced, disposed of, or otherwise caused by Tenant or any of the Tenant Parties or (ii) in any tenant improvements, alterations, fixtures, equipment or personal property installed by or for Tenant (other than by Landlord) in the Premises, Building or Real Property. Landlord shall be obligated to remediate, at its sole cost and expense, all Excluded Hazardous Materials, including without limitation, ACM (as hereinafter defined), present in violation of any applicable law, if and to the extent required by applicable governmental authorities (e.g., encapsulated ACM that is present in the Real Property that is not currently required to be removed from the Real Property by applicable governmental authorities shall not be required to be removed or otherwise abated by Landlord in accordance with this sentence unless and until applicable governmental authorities require Landlord to do so or as required below). Landlord shall be responsible for the cost and performance of any governmental required remediation triggered due to Alterations in the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this LeaseHowever, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal costs of removing its improvements, alterations, fixtures, equipment or personal property from any areas that require remediation of any radioactive material in or on the Premises as of the date of accordance with this LeaseParagraph due to alterations performed by Tenant.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Retail Lease (KBS Real Estate Investment Trust II, Inc.)
Hazardous Materials. A. Tenant shall not transport, use, store, maintain, generate, manufacture, handle, dispose, release, discharge, spill or leak any “Hazardous Material” (a) as defined below), or permit Tenant’s employees, agents, contractors, or other occupants of the Premises to engage in such activities on or about the Project. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily and lawfully used in the business which Tenant is permitted to conduct in the Premises under this Lease, but only as an incidental and minor part of such business, provided: (i) will not conduct any activity on such substances shall be properly labeled, contained, used and stored only in small quantities reasonably necessary for such permitted use of the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of and the ordinary course of Tenant’s business activities and (2) conducted therein, strictly in accordance with all Environmental Laws; applicable Laws and the manufacturers’ instructions therefor, and as Landlord shall reasonably require, (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both Tenant shall provide Landlord with ten (110) used in the ordinary course of Tenant’s business days’ advance notice and current Material Safety Data Sheets (2“MSDSs”) properly stored in a manner and location satisfying all Environmental Laws; therefor, (iii) will such substances shall not install be disposed of, released, discharged or permitted to spill or leak in or about the Premises or the Project (and under no circumstances shall any underground tanks Hazardous Material be disposed of within the drains or plumbing facilities in or serving the Premises or Project or in any type; and other public or private drain or sewer, regardless of quantity or concentration), (iv) will not permit if any Hazardous Materials to applicable law or Landlord’s trash removal contractor requires that any such substances be brought onto the Premises, except in the disposed of separately from ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisionstrash, Tenant shall defend make arrangements at Tenant’s expense for such disposal in approved containers directly with a qualified and hold Landlord harmless licensed disposal company at a lawful disposal site, (v) any remaining such substances shall be completely, properly and lawfully removed from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant and the Project upon expiration or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date earlier termination of this Lease, and (vi) for purposes of removal and disposal of any such substances, Tenant shall remove be named as the owner, operator and generator, shall obtain a waste generator identification number, and shall execute all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord maypermit applications, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies)manifests, enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting waste characterization documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Leaseother required forms.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) Landlord represents and warrants that, to the best of Landlord’s knowledge, other than the existing and ongoing remediation described on Exhibit H and disclosed to Tenant (i) there does not exist (and will not conduct exist as of the date of Substantial Completion) any activity leak, spill, release, discharge, emissions or disposal of Hazardous Materials on the Premises that will use or produce any Hazardous MaterialsLot (including the Building to be located thereon), except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) the Building and interior Premises do not (and will not use as of the Premises date of Substantial Completion) contain any Hazardous Materials (including vapor intrusion into such Building in excess of the Efficacy Confirmation Standards as identified in Exhibit W), except as may be contained in customary cleaning supplies or in such other supplies (e.g. paint) that are necessary for Landlord to perform its obligations hereunder. In the event that any manner such leak, spill, release, discharge, emission, vapor intrusion or disposal of Hazardous Materials shall occur on or in the Premises, the Lot or (apart from de minimis amounts of such materials used for cleaning and maintenance purposes or in connection with the storage operation of loading docks) the Park not caused by the actions of Tenant or its officers, employees, agents, contractors or licensees, Landlord shall take any and all actions necessary to remove from the Premises, the Park and/or the Building (excluding all portions thereof leased or leasable to tenants) or remediate or mitigate all Hazardous Materials in compliance with applicable Hazardous Waste Laws and other governmental requirements relating thereto. Landlord agrees to notify Tenant immediately upon discovery of any Hazardous Materials except for storage of such materials that are both (1) used on the Lot, Building or in the ordinary course of Tenant’s business and Park. In connection therewith, attached as Exhibit H are references to two (2) properly stored purchase and sale agreements from Landlord’s (and/or its affiliate(s’)) purchase of the Lot (specifically the Phase I Lot, the Phase II Lot and the Phase III Lot) from Tyco (or its predecessor M/A-Com) (together with its successors and/or assigns, “Tyco”), which such agreements contain an indemnity from Tyco (benefitting Tenant directly or benefitting Landlord (in which event if not direct, then Landlord hereby agrees to attempt to enforce such indemnity on Tenant’s behalf, as applicable to the extent allowed by such indemnity) associated with the ongoing clean-up and remediation occurring on the Lot. Further, Landlord agrees to purchase, at its sole cost and expense, and keep in force during the Term, subject to availability of policy extension (including any extensions hereunder) an environmental insurance policy naming Tenant as a manner Named Insured in substantially the form previously provided by Landlord to Tenant (the “Environmental Insurance Policy”). Landlord shall, at its sole cost and location satisfying expense, perform or cause to be performed (i) the subsurface sampling and environmental assessment work as set forth and described in Exhibit W as part of the construction of the Phase I Building (“Subsurface Investigation”), (ii) any and all Environmental Laws; Response Actions required under the MCP or other applicable Hazardous Waste Laws as the result of the detection of any Hazardous Materials in connection with the Subsurface Investigation or during construction activities (the “Remedial Work”) and shall complete such Remedial Work in compliance with the MCP or other applicable Legal Requirements, and (iii) will not install the installation of a vapor mitigation system in the Phase I Building in compliance with the MCP and other applicable Legal Requirements (including any underground tanks guidance, rules or regulations issued or promulgated by the Massachusetts Department of any type; Environmental Protection (“DEP”)) all in consultation with and (iv) will not permit to the reasonable satisfaction of Tenant prior to occupancy of the applicable portion of the Premises by Tenant. To the extent that DEP issues a Release Tracking Number for any Hazardous Materials detected during the Subsurface Investigation or construction, Landlord shall make all commercially reasonable efforts to achieve or cause to be brought onto the Premises, except achieved a Response Action Outcome (as those terms are defined in the ordinary course MCP). To the extent the recording of Tenant’s business a notice of activity and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or use limitation (“AUL”) is necessary as a result of the use performance of any of the Premises by Tenant actions described in this paragraph or its Invitees Tenant will maintain on otherwise, such AUL must expressly permit the Premises Intended Use as well as any accessory uses relating to same including, without limitation, a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises endshealth club facility. Landlord may, upon at least five (5) business days’ prior written notice represents and warrants to Tenant that Tyco has approved the final Release Abatement Measure Plan Phase I Construction at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇-▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇, RTN 3-0264, prepared for Burlington Crossing Realty Trust (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning MaterialsPhase I RAM Plan”). Landlord has furnished a copy shall, as part of the Decommissioning construction of Phase II and Phase III, perform or cause to be performed any other environmental assessment, mitigative, response and/or remedial measures/work to the Phase II Lot and Phase III Lot in compliance with a scope of work and release abatement plan approved by Tyco and Tenant, which approval shall not in Tenant’s case be unreasonably withheld, conditioned or delayed, the Tyco Agreements and applicable Legal Requirements prior to and during occupancy of the Phase II and Phase III Premises by Tenant. To the extent any of such work, or any proposed additional environmental assessment or activities conducted by Landlord on any Lot or the Park identifies an additional or previously unknown release or threatened release of Hazardous Materials at, under, from or to Tenantthe Lot or any one of them, Landlord shall, at Landlord’s sole cost and expense, conduct (or cause to be conducted) all response actions required under applicable Legal Requirements to assess, contain, ▇▇▇▇▇, mitigate and/or remediate the identified condition, and shall do so in compliance with applicable Legal Requirements, including, without limitation, CERCLA, M.G.L. c.21E, and the Massachusetts Contingency Plan, 310 CMR 40.0000. Tenant shall not be responsible bear no liability and/or right of contribution to Landlord for the removal any existing, or remediation of any radioactive material in previously unknown release(s) or on the Premises as of the date of this Lease.
(cthreatened release(s) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the PremisesMaterials. Landlord will not take shall obtain for Tenant from any action that would reduce environmental consultant performing any Hazardous Materials assessment or report on behalf of Landlord or its mortgagees the amount right of flammable materials that can be stored in the Premises pursuant Tenant to rely upon any such permitassessment or report issued by such consultant.
Appears in 1 contract
Sources: Lease Agreement (Green Mountain Coffee Roasters Inc)
Hazardous Materials. (a) Tenant Grantor represents and warrants that, to the best of Grantor's knowledge, after due inquiry and investigation, (i) will not conduct there are no Hazardous Materials (hereinafter defined) on the Premises, except those in compliance with all applicable federal, state and local laws, ordinances, rules and regulations, and (ii) no owner or occupant nor any prior owner or occupant of the Premises has received any notice or advice from any governmental agency or any source whatsoever with respect to Hazardous Materials on, from or affecting the Premises. Grantor covenants that the Premises shall be kept free of Hazardous Materials, and neither Grantor nor any occupant of the Premises shall use, transport, store, dispose of or in any manner deal with Hazardous Materials on the Premises, except to the extent that such use, transport, storage or disposal shall be necessary and proper for the Grantor to use the Premises and carry out the activities which Grantor has represented to Beneficiary are to be carried out on the Premises in agreements executed concurrently with this Deed of Trust, provided that such use, transport, storage, disposal or handling of Hazardous Materials on the Premises shall be in compliance with all applicable federal, state and local laws, ordinances, rules and regulations. Grantor shall not, without prior notice to Beneficiary, engage in any use or activity on the Premises that will which results in initial use or produce any increased uses, as the case may be, of Hazardous MaterialsMaterials on the Property which were not disclosed to the Beneficiary or described in agreements executed concurrently with this Deed of Trust. Grantor shall comply with, except for such activities that are both (1) part and ensure compliance by all occupants of the ordinary course of Tenant’s business activities and (2) conducted in accordance Premises with all Environmental Laws; (ii) will not use applicable federal, state and local laws, ordinances, rules and regulations, and shall keep the Premises in free and clear of liens imposed pursuant to such laws, ordinances, rules or regulations. In the event that Grantor receives any manner for the storage of notice or advice from any governmental agency or any source whatsoever with respect to Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto on, from or affecting the Premises, except in the ordinary course of Tenant’s business Grantor shall immediately notify Beneficiary. Grantor shall promptly conduct and in compliance with complete all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Sectioninvestigations, the same shall be immediately removed by Tenantstudies, with proper disposalsampling and testing, and all required cleanup procedures shall be diligently undertaken pursuant remedial actions necessary to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend clean up and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the all applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier federal, state and local laws, ordinances, rules and regulations. Grantor further covenants that it will promptly notify Beneficiary of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (any discharge or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence release of Hazardous Materials on, from or affecting the Premises or of any change in violation the nature or extent of the above provisions of this Section any Hazardous Materials, substances or that Tenant has not complied with the requirements of this Sectionwastes maintained on, in which case Tenant shall reimburse Landlord for or under the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In Premises or used in connection with FoldRx’s discontinuance of occupancy of the Premisestherewith, FoldRx has (i) submitted and will transmit to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation Beneficiary copies of any radioactive material in citations, orders, notices or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not other communication received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of any other Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to Materials, substances, wastes or other environmentally regulated substances affecting the Premises. Landlord will not take The term "Hazardous Materials" as used in this Deed of Trust shall include, without limitation, gasoline, petroleum products, explosives, radioactive materials, polychlorinated biphenyls or related or similar materials, asbestos or asbestos containing materials or any action that would reduce the amount other substance or material defined as a hazardous or toxic substance or material by any federal, state or local law, ordinance, rule or regulation. Grantor's violation of flammable materials that can any covenant, representation or warranty within this Section shall be stored a default hereunder, and Beneficiary may pursue all rights and remedies to which it is entitled as set forth in the Premises pursuant to such permitthis Deed of Trust.
Appears in 1 contract
Sources: Deed of Trust and Security Agreement (Waste Recovery Inc)
Hazardous Materials. Tenant
(a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1i) part of the ordinary course of Tenant’s business activities and (2ii) conducted in accordance with all Environmental Laws; (iib) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1i) used in the ordinary course of Tenant’s business and (2ii) properly stored in a manner and location satisfying all Environmental Laws; (iiic) will not install any underground tanks of any type; and (ivd) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend defend, indemnify and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by a Tenant or its Invitees Party. Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this LeaseCommencement Date, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use manner acceptable to Landlord before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), may enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant▇▇▇▇▇▇’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) 10 days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) Tenant (i) will not conduct any activity Except for the incidental use of certain products for routine cleaning and maintenance of floors, bathrooms, windows, kitchens, and administrative offices on the Premises or Project, Tenant hereby represents, warrants and covenants that Tenant will use not produce, use, store or produce generate any "Hazardous Materials" (as defined below) on, under or about the Premises and/or Project. Tenant has fully and accurately completed Landlord's Pre-Leasing Environmental Exposure Questionnaire ("Environmental Questionnaire") attached hereto as Exhibit "F" incorporated herein by reference. If Tenant's Environmental Questionnaire indicates that Tenant will be utilizing Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant addition to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend other rights and hold remedies Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of may have under this Lease, including, without limitation, declaring a default hereunder by Tenant shall remove all for breach of representation, Landlord may require Tenant to execute an amendment to this Lease relating to such Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right 's failure to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting execute any such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof amendment within ten (10) days after of Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted 's delivery thereof to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts Tenant shall constitute a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to default hereunder by Tenant. Tenant shall not cause or permit any Hazardous Material to be responsible for brought upon, placed, stored, manufactured, generated, blended, handled, recycled, disposed of, used or released on, in, under or about the removal Premises and/or Project by Tenant or Tenant's Parties. Tenant shall not excavate, disturb or conduct any testing of any soils on or about the Project without obtaining Landlord's prior written consent, and any investigation or remediation on or about the Project shall be conducted only by a consultant approved in writing by Landlord and pursuant to a work letter approved in writing by Landlord. Tenant shall keep, operate and maintain the Premises in full compliance with all federal, state and local environmental, health and/or safety laws, ordinances, rules, regulations, codes, orders, directives, guidelines, permits or permit conditions currently existing and as amended, enacted, issued or adopted in the future which are applicable to the Premises (collectively, "ENVIRONMENTAL LAWS") and relate to Hazardous Materials that are introduced or permitted on or about the Project by Tenant or Tenant's Parties. Landlord shall have the right (but not the obligation) to enter upon the Premises and cure any non-compliance by Tenant with the terms of this Paragraph 3.2 or any Environmental Laws or any release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the Premises or Project, regardless of the quantity of any radioactive material such release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on or about the Premises or Project, the full cost of which shall be deemed to be Rent and shall be due and payable by Tenant to Landlord immediately upon demand if resulting from any act or omission of Tenant or Tenant's Parties or from any breach of Tenant's obligations hereunder. If Landlord elects to enter upon the Premises and cure any such non-compliance or release, discharge, spill, improper use, storage, handling or disposal of Hazardous Materials on, under, from, or about the Premises or Project, Tenant shall not be entitled to participate in or Landlord's activities on the Premises as Premises. If any information provided to Landlord by Tenant in the Environmental Questionnaire, or otherwise relating to information concerning Hazardous Materials is false, incomplete, or misleading in any material respect, the same shall be deemed an event of the date default by Tenant under this Lease. Without limiting in any way Tenant's obligations under any other provision of this Lease.
, Tenant and its successors and assigns shall indemnify, protect, defend and hold Landlord, its partners, officers, directors, shareholders, employees, agents, lenders, contractors and each of their respective successors and assigns (ccollectively, the "INDEMNIFIED PARTIES") Landlord represents to Tenant that Landlord has not received harmless from any written noticeand all claims, demandjudgments, claimdamages, citationpenalties, complaintenforcement actions, request taxes, fines, remedial actions, liabilities, losses, costs and expenses (including, without limitation, actual attorneys' fees, litigation, arbitration and administrative proceeding costs, expert and consultant fees and laboratory costs) including, without limitation, damages arising out of the diminution in the value of the Premises or Project or any portion thereof, damages for information the loss of the Premises or similar communication with respect to Project, damages arising from any adverse impact on the existence marketing of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored space in the Premises or Project, and sums paid in settlement of claims, which arise during or after the Term in whole or in part as a result of the presence or suspected presence of any Hazardous Materials, in, on, under, from or about the Premises or the Project and/or other adjacent properties due to Tenant's or Tenant's Parties' activities, or failures to act (including, without limitation, Tenant's failure to report any spill or release to the appropriate regulatory agencies), on or about the Premises or Project. For purposes of this Lease, the term "HAZARDOUS MATERIAL" means any chemical, substance, material, controlled substance, object, waste or any combination thereof, which is or may be hazardous to human health, safety or to the environment due to its radioactivity, ignitability, corrosiveness, reactivity, explosiveness, toxicity, carcinogenicity, infectiousness or other harmful or potentially harmful properties or effects, including, without limitation, petroleum and petroleum products, benzene, toluene, ethyl benzene, xylenes, waste oil, asbestos, radon, polychlorinated biphenyls (PCBs), degreasers, solvents, and any and all of those chemicals, substances, materials, controlled substances, objects, wastes or combinations thereof which are now or may become in the future listed, defined or regulated in any manner as "hazardous substances", "hazardous wastes", "toxic substances", "solid wastes," or bearing similar or analogous definitions pursuant to such permitany and all Environmental Laws.
Appears in 1 contract
Hazardous Materials. (a) Tenant LESSOR hereby represents, warrants and agrees that (i) will not conduct any activity on the Premises that will use all operations or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant Leased Space or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet any portion thereof (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant except LESSOR shall not be responsible for the removal operations or use of LESSEE) shall at all times during the Term be in full compliance with all laws then governing Hazardous Materials, and (ii) as to any Hazardous Material discovered in, on, under or about the Leased Space during or after the Term (which hazardous material was not released by any act or omission of LESSEE), required to be remediated under applicable laws or standards governing the health and safety of LESSEE's employees or invitees, LESSOR shall at its sole expense (a) promptly commence and diligently prosecute to completion remediation thereof in compliance with all laws; and (b) indemnify, defend and hold LESSEE harmless from all claims and damages asserted by any governmental agency or by adjacent and successor landowners or other lessees or third parties arising therefrom. The foregoing indemnification and responsibilities of any radioactive material in LESSOR shall survive the termination or on the Premises as of the date expiration of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with . With respect to any Hazardous Material released by an act or omission of LESSEE and discovered in, on, under or about the existence Leased Space during or after the Term, LESSEE agrees to indemnify, defend and hold LESSOR harmless from all claims and damages asserted by any governmental agency or by adjacent and successor landowners or other lessees or third parties arising therefrom; provided, that, LESSEE shall not in any event be required to indemnify, defend or hold LESSOR harmless for decontamination or other cleanup of its Leased Space unless and to the extent required in respect of oil or other Hazardous Materials at released by an act or omission of LESSEE and LESSEE shall not be liable to or be required to indemnify LESSOR for claims and damages arising merely as a result of LESSEE'S status as a tenant, occupant or operator of the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permitLeased Space.
Appears in 1 contract
Sources: Hangar and Office Lease (Republic Airways Holdings Inc)
Hazardous Materials. (a) Tenant (i) will not conduct any activity on the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that to the best of Landlord’s knowledge there will be no Hazardous Materials in violation of applicable Requirements (i) in the 9th and 10th Floor Premises or the Building on the Commencement Date, (ii) in Tenant’s Roof Deck Area on the delivery thereof with the Secondary Base Building Roof Work and Tenant’s Roof Deck Work Substantially Complete), or (iii) in the Expansion Premises on the Expansion Premises Commencement Date.
(ii) Notwithstanding anything to the contrary contained herein, if in connection with any future approved Alterations, Requirements mandate that Hazardous Materials (defined as same on the date hereof) be abated, removed, encapsulated or remediated from within the Premises or Tenant’s Roof Deck Area and not core areas or areas around columns that are not typically accessible by tenants in connection with Alterations, Landlord has shall, at its sole (but reasonable) cost and expense, perform such work as it deems necessary and as required by any Governmental Authority after notice (a “HazMat Work Notice”) from Tenant thereof to comply with Requirements (“Landlord’s HazMat Work”). Tenant shall use commercially reasonable efforts to minimize the extent of such abatement. In the event Landlord is required to perform Landlord’s HazMat Work as aforesaid, Landlord shall diligently perform the same (using overtime work) at a time to be mutually agreed upon by Landlord and Tenant. Tenant will afford Landlord and its employees, contractors and agents access to the Premises at all reasonable times for the performance of Landlord’s HazMat Work and for the storage of materials reasonably required in connection therewith, and Tenant will avoid any unreasonable interference by any Tenant Party with the performance of such work. Upon Landlord’s request, all Tenant Parties shall vacate the Premises during the performance of Landlord’s HazMat Work (and Landlord shall not received be obligated to perform Landlord’s HazMat Work if any written noticeTenant Party fails to do so) and Tenant shall, demandat Landlord’s sole cost and expense, claimremove or relocate Tenant’s Property in the Premises during the performance of Landlord’s HazMat Work so as not to unreasonably interfere with the performance of Landlord’s HazMat Work and to protect same against damage or loss during the performance of Landlord’s HazMat Work (and Landlord shall not be obligated to perform Landlord’s HazMat Work if any Tenant Party fails to do so). Except as otherwise specifically set forth herein, citationthere shall be no Rent abatement or allowance to Tenant or a diminution of rental value, complaintno actual or constructive eviction of Tenant, request for information in whole or similar communication in part, no relief from any of Tenant’s other obligations under this Lease, and no liability on the part of Landlord, by reason of inconvenience, delay, annoyance or injury to business or to Tenant’s installations (or the performance of Alterations) or Tenant’s Property in the Premises arising from the performance of Landlord’s HazMat Work or the storage of any materials in connection therewith.
(iii) In furtherance of Landlord’s obligations set forth in Section 5.1(d)(ii) above with respect to the existence of Hazardous Materials at Premises, if Tenant is prevented from conducting its business in the Project in violation of Environmental Laws. The parties acknowledge that entire Premises or performing approved work and/or obtaining a required permit therefor (and Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will shall not take any action that would reduce the amount of flammable materials that can be stored actually conduct business in the Premises or does not actually perform such work, as applicable) as a result of required Landlord’s HazMat Work, no Event of Default then exists, the Hazardous Materials required to be removed were not introduced by Tenant (or anyone acting by or through Tenant), and Landlord shall fail to substantially complete such HazMat Work within three (3) Business Days after receipt of the HazMat Work Notice (subject to Unavoidable Delay and/or Tenant Delay) and notice that Tenant is unable to conduct business in the entire Premises or perform (or to obtain required permit(s) for) approved work as the result of such (the “HazMat Work Abatement Date”), then, as Tenant’s sole and exclusive remedy therefor, Tenant shall receive a credit against Fixed Rent in the amount equal to one (1) day of then Fixed Rent for the Premises per day for each day after the Landlord’s HazMat Work Abatement Date that Tenant is not occupying the Premises for the conduct of business until the Landlord’s HazMat Work is Substantially Complete or Tenant occupies the Premises for the conduct of business. If, however, Tenant shall continue to conduct business or perform work in the Premises during the period when such Landlord’s HazMat Work is required, then Tenant shall not receive any credit against Fixed Rent attributable thereto.
(iv) Notwithstanding anything to the contrary contained herein, if Tenant shall only be prevented from conducting business or performing Alterations, as applicable, in a portion of the Premises (as opposed to the entire Premises) as a result of required Landlord’s HazMat Work, then if Landlord shall not substantially complete such Landlord’s HazMat Work on or prior to the HazMat Work Abatement Date, Tenant shall be entitled to receive, as Tenant’s sole and exclusive remedy therefor, the credit against Fixed Rent to which Tenant would be entitled pursuant to Section 5.1(d)(iii) above, provided that the same shall be prorated by multiplying the aggregate amount thereof by a fraction, the numerator of which shall be the rentable square footage (“RSF”) of the portion of the Premises then leased by Tenant and affected by the applicable violation and the denominator of which shall be the total RSF of the Premises then leased by Tenant. If, however, Tenant shall continue to conduct business or perform Tenant’s Work in the applicable portion of the Premises during the period when such permitLandlord’s HazMat Work is required, then Tenant shall not receive any credit against Fixed Rent attributable thereto.
Appears in 1 contract
Sources: Lease Agreement (2U, Inc.)
Hazardous Materials. A. HAZARDOUS MATERIALS GENERALLY PROHIBITED. Subtenant shall not transport, use, store, maintain, generate, process, treat, manufacture, handle, dispose, manage, release, discharge, spill or leak any "Hazardous Material" (a) Tenant as defined below), or permit Subtenant's employees, agents, contractors, or other occupants of the Premises to engage in such activities on or about the Property. However, the foregoing provisions shall not prohibit the transportation to and from, and use, storage, maintenance and handling within, the Premises of substances customarily and lawfully used in the business which Subtenant is permitted to conduct in the Premises under this Sublease, but only as an incidental and minor part of such business, and provided: (i) will not conduct any activity on such substances shall be properly labeled, contained, used and stored only in small quantities reasonably necessary for such permitted use of the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part of and the ordinary course of Tenant’s Subtenant's business activities and (2) conducted therein, strictly in accordance with all Environmental applicable Laws; , highest prevailing standards, and the manufacturers' instructions therefor, and as Landlord shall reasonably require, (ii) will not use the Premises in any manner for the storage of any Hazardous Materials except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance Subtenant shall provide Landlord with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request advance notice and current Material Safety Data Sheets ("MSDSs") therefor.
, and Landlord reserves the right to prohibit or limit such substances in each such instance, (biii) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant such substances shall not be responsible disposed of, released, discharged or permitted to spill or leak in or about the Premises or the Property (and under no circumstances shall any Hazardous Material be disposed of within the drains or plumbing facilities in or serving the Premises or Property or in any other public or private drain or sewer, regardless of quantity or concentration), (iv) if any applicable Law or Landlord's trash removal contractor requires that any such substances be disposed of separately from ordinary trash, Subtenant shall make arrangements at Subtenant's expense for such disposal in approved containers directly with a qualified and licensed disposal company at a lawful disposal site, (v) any remaining such substances shall be completely, properly and lawfully removed from the Property upon expiration or earlier termination of this Sublease, and (vi) for purposes of removal or remediation and disposal of any radioactive material in or on such substances, Subtenant shall be named as the Premises as of the date of this Leaseowner, operator and generator, shall obtain a waste generator identification number, and shall execute all permit applications, manifests, waste characterization documents and any other required forms.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Office Sublease (Baker Michael Corp)
Hazardous Materials. (a) Throughout the Term, Landlord and Tenant will prevent the presence, use, generation, release, discharge, storage, disposal, or transportation of any Hazardous Materials (as herein defined) on, under, in, above, to, or from the Premises by such party or its respective agents, employees, or contractors except that Hazardous Materials may be used in the Premises as necessary for the customary maintenance or customary use of the Premises (and in Tenant’s case, except as are normally used in connection with the Permitted Use) provided that same are used, stored, and disposed of in compliance with any Applicable Laws pertaining to protection of the environment, public health and safety, air emissions, water discharges, hazardous or toxic substances, solid or hazardous wastes or occupational health and safety, and common law pertaining to the foregoing (collectively, the “Environmental Laws”). For purposes of this provision, the term “Hazardous Materials” will mean and refer to any unlawful levels of wastes, materials, or other substances of any kind or character that are or become regulated as hazardous or toxic waste or substances, or which require special handling or treatment, under any Environmental Laws.
(b) If Tenant’s activities at the Premises or Tenant’s use of the Premises (i) will results in a release of Hazardous Materials by Tenant or its agents, employees, or contractors that is not conduct any activity on the Premises that will use in compliance with Environmental Laws or produce any Hazardous Materials, except for such activities that are both (1) part of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Lawspermits issued thereunder; (ii) will not use gives rise to any claim or requires a response under Environmental Laws or permits issued thereunder; or (iii) causes the presence at the Premises of Hazardous Materials in levels that violate Environmental Laws or permits issued thereunder, then Tenant shall, at its sole cost and expense: (x) immediately provide verbal notice thereof to Landlord as well as notice to Landlord in the manner required by this Lease, which notice shall identify the Hazardous Materials involved and the emergency procedures taken or to be taken; and (y) promptly take all action in response to such situation required by Applicable Laws, provided that Tenant shall first obtain Landlord’s approval of the non-emergency remediation plan to be undertaken (which approval shall not be unreasonably withheld, conditioned, or delayed).
(c) Tenant shall at all times indemnify and hold harmless Landlord against and from any manner for and all claims, suits, actions, debts, damages, costs, losses, obligations, judgments, charges and expenses (including reasonable attorneys’ fees) of any nature whatsoever suffered or incurred by Landlord to the storage extent they were caused by the following activities of Tenant on the Premises during the Term of this Lease and arise from events or conditions which came into existence after the Term Commencement Date: (i) any release, threatened release, or disposal of any Hazardous Materials at the Premises by Tenant or its employees, officers, agents, licensees, invitees, assignees, subtenants, contractors, or subcontractors, or (ii) the violation of any Environmental Laws at the Premises by Tenant or its employees, officers, agents, licensees, invitees, assignees, subtenants, contractors, or subcontractors.
(d) Tenant acknowledges that it has received and reviewed that certain Phase I and Limited Phase II Environmental Site Assessment of 10 Vacant Arvida Park of Commerce Parcels, dated November 2, 2004 (Revised) and prepared by Camp Dresser & ▇▇▇▇▇ Inc. (the “Environmental Report”). Landlord warrants and represents that, as of the Effective Date, to the actual knowledge of ▇▇▇▇▇ St. Clair and ▇▇▇▇ ▇▇▇▇▇, and except for storage of such materials that are both (1) used as otherwise specified in the ordinary course Environmental Report, no use, storage, treatment, transportation, release, leak, discharge, spill, disposal or emission of Tenant’s business and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto has occurred in, on or about the PremisesPremises (excepting the Golf Course Parcel), except in and that the ordinary course Premises (excepting the Golf Course Parcel) are free of Tenant’s business Hazardous Materials and in compliance with all Environmental LawsLaws as of the Effective Date, except as otherwise specified in the Environmental Report.
(e) Tenant acknowledges that it has received and reviewed that certain Phase I Environmental Site Assessment and Phase II ESA of the Golf Course Maintenance Area, dated April 2006 and prepared by Camp Dresser & ▇▇▇▇▇ Inc. in connection with the Golf Course Parcel, together with that certain Proposal for Site Assessment Report, dated June 14, 2006 and prepared by Camp Dresser & ▇▇▇▇▇ Inc. in connection with the Golf Course Parcel (collectively, the “Golf Course Parcel Environmental Report”). If Landlord warrants and represents that, as of the Effective Date, except as otherwise specified in the Golf Course Parcel Environmental Report, ▇▇▇▇▇ St. Clair and ▇▇▇▇ ▇▇▇▇▇ have no actual knowledge of (i) any use, storage, treatment, transportation, release, leak, discharge, spill, disposal or emission of Hazardous Materials in, on or about or from the Golf Course Parcel; (ii) the presence of any Hazardous Materials are brought in, on or found on about or from the Premises in Golf Course Parcel, or (iii) the violation of any Environmental Laws in, on or about or from the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure Golf Course Parcel.
(f) As necessary to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together Applicable Laws in connection with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on obligations under the Premises Construction Addendum as of the date of this Leasethe Term Commencement Date, Landlord will be responsible, at its expense, to comply with all reporting obligations applicable to the environmental condition of the Premises (including the Golf Course Parcel), and to perform any environmental investigation, remediation or monitoring required to be performed in connection with the Premises (including the Golf Course Parcel). Any investigation, remediation or monitoring required to be undertaken by the Landlord shall be undertaken within the time period required by Environmental Laws and in a manner so as not to unreasonably interfere with Tenant’s use and occupancy of the Premises. Landlord shall indemnify and hold harmless Tenant against and from any and all claims, suits, actions, debts, damages, costs, losses, obligations, judgments, charges, fines, penalties and expenses (including reasonable attorneys’ fees) of any nature whatsoever suffered or incurred by Tenant to the extent resulting from the failure of Landlord to complete any investigation, remediation or monitoring required to bring the Premises into compliance with all applicable Environmental Laws or any permits issued under the Environmental Laws, except, in each case, for any loss or damage actually caused by the negligence or willful misconduct of Tenant or its agents, employees, or contractors.
(g) Landlord shall remove at all times indemnify and hold harmless Tenant against and from any and all claims, suits, actions, debts, damages, costs, losses, obligations, judgments, charges, fines, penalties and expenses (including reasonable attorneys’ fees) of any nature whatsoever suffered or incurred by Tenant to the extent they were caused by the following activities of Landlord: (i) any release, threatened release, or disposal of any Hazardous Materials from by Landlord or its agents, employees, licensees, assignees, contractors or subcontractors or (ii) the Premises in accordance with the applicable standard required by violation of any Environmental Laws or any permits issued under the Environmental Laws by Landlord or its agents, employees, licensees, assignees, contractors or subcontractors, except, in each case, for premises with a laboratory use before any loss or damage actually caused by the earlier negligence or willful misconduct of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord mayor its agents, upon at least five employees, or contractors.
(5h) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above The indemnification provisions of this Section or that Tenant has not complied with shall survive the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy expiration of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for Term or earlier termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Sources: Lease Agreement (Office Depot Inc)
Hazardous Materials. (a) Tenant (i) will covenants to hold Landlord free and harmless from all loss or damage resulting from Tenant's violation of any term or provision of this lease, including but not conduct limited to attorney fees and court costs. Tenant further covenants to hold Landlord free and harmless from the use, misuse or neglect of said premises or appurtenances and expressly waives, in favor of Landlord, all claims arising out of any activity on alleged defective or unsafe condition thereof, unless the Premises that will same was caused by the negligence or willful misconduct of Landlord. Tenant agrees to pay for all damages which may be caused to Landlord or the building in which the demised premises are situated or to any tenant or occupant thereof by any act or failure to act of Tenant or any of Tenant's invitees, contractors, agents, guests, visitors or employees, and Tenant further agrees not to use or produce any Hazardous Materials, except for such activities that are both (1) part of suffer to be used the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises demised premises in any manner which will increase the present rate of premium for the storage insurance on said building, or cause a cancellation of any Hazardous Materials except for storage insurance policy relating to said building (Landlord acknowledges that Tenant's existing banking operations do not violate this restriction on the use of such materials the Premises), or keep or suffer to be kept therein any gasoline, distillate, petroleum, hazardous substances or explosive products. Tenant agrees during the entire term to take good care of the demised premises and to keep the interior thereof in good order, repair and condition, natural deterioration with careful use and injury by fire, the elements and acts of God excepted. Tenant and Landlord hereby represent and warrant that are both (1) used no real estate broker nor any other person other than Landlord, its agents and employees, has been involved in the ordinary course of Tenant’s business securing and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions negotiation of this Sectionlease, the same shall be immediately removed by Tenantnor is any broker or any other person entitled to any commission, with proper disposalfinder's fee, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at nor any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions other payment as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereof, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date 's execution of this Lease, Tenant shall remove all Hazardous Materials from the Premises in accordance with the applicable standard required by the Environmental Laws for premises with a laboratory use before the earlier of the date Tenant vacates the Premises and the date Tenant’s right to possess the Premises ends. Landlord may, upon at least five (5) business days’ prior written notice to Tenant (or a shorter period of prior written notice in the case of emergencies), enter the Premises and conduct environmental inspections and tests therein as it may reasonably require from time to time, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expense, unless they reveal the presence of Hazardous Materials in violation of the above provisions of this Section or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request thereforlease.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) Landlord represents to Tenant that Landlord has not received any written notice, demand, claim, citation, complaint, request for information or similar communication with respect to the existence of Hazardous Materials at the Project in violation of Environmental Laws. The parties acknowledge that Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permit.
Appears in 1 contract
Hazardous Materials. (a) Landlord represents to Tenant (i) will not conduct any activity on that, as of the Delivery Date, the Premises that will use or produce any Hazardous Materials, except for such activities that are both (1) part shall be free of the ordinary course of Tenant’s business activities and (2) conducted in accordance with all Environmental Laws; (ii) will not use the Premises in any manner for the storage of any Hazardous Materials that would violate Requirements except for storage of such materials that are both (1) used in the ordinary course of Tenant’s business as disclosed pursuant to Exhibit EXISTING CONDITIONS and (2) properly stored in a manner and location satisfying all Environmental Laws; (iii) will not install any underground tanks of any type; and (iv) will not permit any Hazardous Materials introduced to be brought onto the Premises, except in the ordinary course of Tenant’s business and in compliance with all Environmental Laws. If any Hazardous Materials are brought or found on the Premises in violation of the above provisions of this Section, the same shall be immediately removed by Tenant, with proper disposal, and all required cleanup procedures shall be diligently undertaken pursuant to all Environmental Laws. If at any time during or after the Lease Term the Premises are found to be so contaminated or subject to such conditions as a result of Tenant’s failure to comply with the foregoing provisions, Tenant shall defend and hold Landlord harmless from all claims, demands, actions, liabilities, costs, expenses, damages and obligations of any nature arising from or as a result of the use of the Premises by Tenant or its Invitees any Tenant will maintain on the Premises a list of all materials stored at the Premises for which a material safety data sheet (an “MSDS”) was issued by the producers or manufacturers thereofParty. Landlord further represents to Tenant that, together with copies of the MSDS’s for such materials, and shall deliver such list and MSDS copies to Landlord upon Landlord’s request therefor. Except for Hazardous Materials that existed in or on the Premises as of the date of this Lease, Tenant there are no CFC-based refrigerants in the Building’s base building HVAC system. Landlord shall be responsible, at its sole cost and expense, to remove all or remediate (or cause the removal or remediation of) any Hazardous Materials from found in (a) the common areas of the Building (except to the extent the responsibility of Tenant as provided below) and (b) solely to the extent such Hazardous Materials are existing in the Premises in accordance with violation of Landlord’s representation set forth in the applicable standard first sentence of this paragraph or are introduced to the Premises by Landlord after the Commencement Date, the Premises during the Lease Term to the extent required by Requirements. Tenant shall not use, handle, transport, store, or dispose of any oil, hazardous or toxic substances, materials or wastes (collectively “Hazardous Materials”) in, under, on or about the Environmental Laws Premises, the Building and/or the Lot except for premises with a laboratory use before the earlier of the date Tenant vacates the Premises usual and the date Tenant’s right to possess the Premises ends. Landlord maycustomary office products such as toner or cleaners which contain Hazardous Materials; provided, upon at least five that (5i) business days’ prior written notice to Tenant (or a shorter period of prior written notice such cleansers, office supplies and products are ordinarily and customarily used in the case ordinary course of emergencies)first-class business offices and (ii) any such use is in strict compliance with all applicable Requirements. Without limiting the foregoing, enter any Hazardous Materials in the Premises Premises, and conduct environmental inspections and tests therein as it may reasonably require from time to timeall containers therefor, provided that Landlord shall use reasonable efforts to minimize the interference with Tenant’s business, which may include conducting such inspections and tests after normal business hours if required by Tenant. Such inspections and tests shall be conducted at Landlord’s expenseused, unless they reveal kept, stored and disposed of with due care and in conformity with all applicable Requirements. If the presence transportation, storage, use, handling, or disposal of Hazardous Materials in violation the Premises, the Building, the Lot or anywhere on the Property arising out of or resulting from the acts or omissions of Tenant or its agents, employees, contractors, invitees, guests or others acting by, through or under Tenant, or Tenant’s use of the above Premises, results in (1) contamination of the soil, air, surface or ground water or (2) loss, damage or harm to person(s) or property, then Tenant agrees (i) to notify Landlord immediately of any contamination, claim of contamination, loss or damage, (ii) after consultation with and approval by Landlord, to clean up all contamination in full compliance with all applicable statutes, regulations and standards, and (iii) to indemnify, defend and hold Landlord harmless from and against any claims, suits, causes of action, costs and fees, including, without limitation, reasonable attorneys’ fees, arising from or connected with any such contamination, claim of contamination, loss or damage. The provisions of this Section 5.7 shall survive the expiration or that Tenant has not complied with the requirements of this Section, in which case Tenant shall reimburse Landlord for the reasonable cost thereof within ten (10) days after Landlord’s request therefor.
(b) In connection with FoldRx’s discontinuance of occupancy of the Premises, FoldRx has (i) submitted to the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts a request for termination of Materials License No 55-0255 with supporting documents and (ii) obtained from the Radiation Control Program of the Department of Public Health of the Commonwealth of Massachusetts an Amendment No. 04 dated October 19, 2011 terminating License No 55-0558 (collectively, the “Decommissioning Materials”). Landlord has furnished a copy of the Decommissioning Materials to Tenant. Tenant shall not be responsible for the removal or remediation of any radioactive material in or on the Premises as of the date of this Lease.
(c) . No consent or approval of Landlord represents to Tenant that shall in any way be construed as imposing upon Landlord has not received any written noticeliability for the means, demandmethods, claimor manner of removal, citation, complaint, request containment or other compliance with applicable Requirements for information or similar communication and with respect to the existence foregoing. The terms of this Section 5.7 shall apply to any transportation, handling, storage, use or disposal of Hazardous Materials at the Project in violation irrespective of Environmental Laws. The parties acknowledge that whether Tenant will apply for a transfer of its existing 2012 Flammable Materials Permit from the City of Cambridge Fire Department for application to the Premises. Landlord will not take any action that would reduce the amount of flammable materials that can be stored in the Premises pursuant to such permithas obtained Landlord’s consent therefor.
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Sources: Lease Agreement (LogMeIn, Inc.)