Common use of ISRA Clause in Contracts

ISRA. Tenant further covenants and agrees that Tenant is not, and the Premises shall not be occupied during the Lease by, an “Industrial Establishment,” as defined in the Industrial Site Recovery Act, N.J.S.A. 13:1k-6 et seq., and the rules and regulations promulgated thereunder, as same may be amended from time to time (“ISRA”). If Tenant’s operations on the Premises now or hereafter constitute an Industrial Establishment subject to the requirements of ISRA, then prior to the expiration or sooner termination of this Lease, Tenant, at no cost or expense to Landlord, shall comply with all requirements of ISRA pertaining to an Industrial Establishment closing or transferring operations, to the satisfaction of the New Jersey Department of Environmental Protection (“DEP”) and Landlord. If Tenant has not fully complied with ISRA prior to the expiration or sooner termination of the Lease, then Tenant, at Landlord’s option and in addition to all other rights and remedies of Landlord under this Lease, at law, in equity or otherwise, shall forfeit the full amount of the Security. In addition to the foregoing, Tenant shall obtain and deliver to Landlord, at no cost or expense to Landlord and at least thirty (30) days prior to the expiration of the Term or any assignment of this Lease or subletting of the Premises, a letter from the DEP stating that termination of Tenant’s operations at the Premises does not trigger ISRA, together with true copies of any affidavits on which such letter is based. If Landlord shall have to comply with ISRA by reason of Landlord’s actions, Tenant shall promptly provide all information requested by Landlord for preparation of non-applicability affidavits or a negative declaration and shall promptly sign such affidavits when requested by Landlord.

ISRA. Tenant further covenants (a) Purchaser and agrees Seller acknowledge that Tenant the Property is notthe subject of an ongoing remediation being conducted by PENAC pursuant to a number of ISRA triggers (collectively, “ISRA Case No. 88717”) and in accordance with an Administrative Consent Order, dated August 4, 1988, as may have been amended (the Premises shall not be occupied “ACO”) and that subject to Purchaser’s right to cancel during the Lease byDue Diligence Period, an Purchaser is willing to accept the Property in its present environmental condition with no recourse toward Seller or its Related Parties. Purchaser and Seller further acknowledge that the transaction being contemplated herein (the “Industrial Establishment,” as defined in the Industrial Site Recovery Act, N.J.S.A. 13:1k-6 et seq., and the rules and regulations promulgated thereunder, as same may be amended from time to time (“ISRATransaction”). If Tenant’s operations on the Premises now or hereafter constitute an Industrial Establishment subject ) will once again give rise to the requirements requirement to comply with ISRA. Within five (5) days of ISRA, then prior to the expiration or sooner termination execution of this LeaseAgreement, Tenant, at no cost or expense Seller shall prepare and submit to Landlord, shall comply with all requirements of ISRA pertaining to an Industrial Establishment closing or transferring operations, to the satisfaction of the New Jersey Department of Environmental Protection (“DEPNJDEP”) an ISRA General Information Notice for the Transaction and Landlord. If Tenant has not fully complied with Seller shall promptly thereafter take all steps necessary to apply to NJDEP for an ISRA prior Remediation In Progress Waiver allowing the Transaction to the expiration be consummated without further ISRA compliance by Seller or sooner termination of the Lease, then Tenant, at Landlord’s option and in addition to all other rights and remedies of Landlord under this Lease, at law, in equity or otherwise, shall forfeit the full amount of the SecurityPurchaser. In addition to the foregoing, Tenant shall obtain and deliver to Landlord, at no cost or expense to Landlord and at least thirty (30) days event that NJDEP does not approve the Remediation In Progress Waiver prior to the expiration of the Term or any assignment of this Lease or subletting Due Diligence Period, either party can request an extension of the PremisesClosing Date of up to 60 days for Seller to continue pursuing NJDEP approval of the Remediation In Progress Waiver. In the event written approval of the Remediation In Progress Waiver is not obtained, a letter from received by Seller and delivered to Purchaser by the DEP stating end of the 60-day extension period, then either Purchaser or Seller may terminate this Agreement, provided however, if either party elects not to terminate this Agreement then that termination of Tenant’s operations at party shall obtain an ACO Amendment, post the Premises does not trigger ISRARemediation Funding Source if NJDEP requires one in order to permit the Closing to occur, together with true copies of and take any affidavits on which such letter is based. If Landlord shall have other pre- or post-Closing steps required by NJDEP to comply with ISRA by reason of Landlord’s actions, Tenant shall promptly provide all information requested by Landlord for preparation of non-applicability affidavits or a negative declaration and shall promptly sign such affidavits when requested by Landlordallow the Closing to occur.

ISRA. Tenant further covenants and agrees Seller has no Knowledge that Tenant is notthe Real Property has been used to refine, and produce, store, handle, transfer or process any Hazardous Substances, except as disclosed in the Premises shall not be occupied during Environmental Reports or as permitted under the Lease byand except as customarily occurs in connection with the construction, an “Industrial Establishment,” as defined use and operation of commercial office buildings and associated improvements. The term "Environmental Reports" means the reports and studies referenced in the Industrial Site Recovery Actclause (e) of Section 8.1. If, N.J.S.A. 13:1k-6 et seq., and the rules and regulations promulgated thereunder, as same may be amended from time to time (“ISRA”). If Tenant’s operations on the Premises now or hereafter constitute an Industrial Establishment subject to the requirements of ISRA, then prior to the expiration or sooner termination of this Lease, Tenant, at no cost or expense to Landlord, shall comply with all requirements of ISRA pertaining to an Industrial Establishment closing or transferring operations, to the satisfaction of the New Jersey Department of Environmental Protection (“DEP”) and Landlord. If Tenant has not fully complied with ISRA prior to the expiration or sooner termination of the Lease, then Tenant, at Landlord’s option and in addition to all other rights and remedies of Landlord under this Lease, at law, in equity or otherwise, shall forfeit the full amount of the Security. In addition to the foregoing, Tenant shall obtain and deliver to Landlord, at no cost or expense to Landlord and at least thirty (30) days prior to before the expiration of the Term Evaluation Period, Seller acquires Knowledge of any fact or condition which constitutes a material change in any assignment of the representations and warranties set forth in Section 8.1, Seller shall (a) promptly notify Purchaser in writing of such fact or condition, and (b) have the right to cure such fact or condition before the Closing, and the existence of such fact or condition shall not be a ground for Purchaser terminating this Agreement, provided that (i) Seller, promptly, after discovering the fact or condition, assures Purchaser in writing that Seller is capable of curing, and intends to cure, such fact or condition prior to the Closing and (ii) Seller acts diligently to cure the fact or condition and completes such cure prior to the Scheduled Closing Date. Subject to Seller's right to cure as set forth in the preceding sentence, provided a material change in any representation or warranty is not the result of the willful breach of this Lease Agreement by Seller and does not relate to a Strict Representation, Purchaser's exclusive remedy upon being advised of any material change in the representations and warranties shall be the termination of this Agreement. If Purchaser desires to terminate this Agreement due to a material change in any representation or subletting warranty, Purchaser shall notify Seller within five (5) Business Days after receipt of a notice from Seller advising of any such change, whereupon, the Xxxxxxx Money Deposit shall be returned to Purchaser and, except as expressly provided herein, this Agreement and all rights and obligations of the Premisesrespective parties hereunder shall be null and void. For the avoidance of doubt, a letter from the DEP stating that termination of Tenant’s operations at the Premises does not trigger ISRA, together with true copies of any affidavits on which such letter is based. If Landlord Purchaser shall have no right to comply with ISRA terminate this Agreement on account of (and Seller shall have no liability in connection with) any change in a representation or warranty occurring after the expiration of the Evaluation Period, unless the change relates to a Strict Representation or is caused by reason a willful breach of Landlord’s actions, Tenant shall promptly provide all information requested this Agreement by Landlord for preparation of non-applicability affidavits or a negative declaration and shall promptly sign such affidavits when requested by LandlordSeller.

ISRA. Tenant further covenants and agrees that Tenant is notWith respect to the Leased Facility located at 000 Xxxxx Xxxxx 00, and Xxxx Xxxxxx, Xxx Xxxxxx (the Premises shall not be occupied during the Lease by, an “Industrial Establishment,” as defined in the Industrial Site Recovery Act, N.J.S.A. 13:1k-6 et seq., and the rules and regulations promulgated thereunder, as same may be amended from time to time (“ISRAWest Berlin Facility”). If Tenant’s operations on , the Premises now or hereafter constitute an Industrial Establishment subject Sellers shall (a) submit a General Information Notice to the requirements of ISRA, then prior to the expiration or sooner termination of this Lease, Tenant, at no cost or expense to Landlord, shall comply with all requirements of ISRA pertaining to an Industrial Establishment closing or transferring operations, to the satisfaction of the New Jersey Department of Environmental Protection (“DEPNJDEP”) within five (5) days of the Original Execution Date as required by the New Jersey Industrial Site Recovery Act, N.J.S.A. 13:1K-6 et seq. (“ISRA”) (and Landlord. If Tenant has not fully complied the Parties acknowledge and agree that the Sellers have timely submitted such General Information Notice); and (b) achieve compliance with ISRA by (i) prior to the expiration Closing Date, (x) submitting an exemption or sooner termination waiver application and fee and obtaining NJDEP approval of the Leaseapplication, then Tenantor (y) obtaining a Response Action Outcome from a Licensed Site Remediation Professional (as such terms are defined under ISRA), at Landlord’s option or (ii) executing and in addition submitting to all other rights and remedies of Landlord NJDEP a Remediation Certification (as such term is defined under this Lease, at law, in equity or otherwise, shall forfeit ISRA) permitting the full amount consummation of the Securitytransactions contemplated by this Agreement and submitting to NJDEP any remediation funding source (as such term is defined under ISRA) required under such Remediation Certification. In addition If the Sellers execute a Remediation Certification, from and after the Closing Date, the Sellers shall take all actions at their sole cost and expense required to achieve compliance with the Sellers’ ISRA obligations relating to the West Berlin Facility and the transactions contemplated by this Agreement. Without limiting the foregoing, Tenant in the event the Sellers or the Sellers’ Licensed Site Remediation Professional performs any investigation or remediation at the West Berlin Facility after the Closing Date in order to achieve compliance with ISRA, the Sellers shall: (i) provide Buyer with written notice reasonably in advance of the initiation of such investigation or remediation; (ii) provide Buyer with a reasonable opportunity to review, comment on and copy all filings and material documents related to such investigation or remediation; (iii) select investigation and remediation which shall obtain not unreasonably interfere with operations at the West Berlin Facility; and deliver (iv) upon the completion of any such investigation or remediation, restore the West Berlin Facility to Landlord, at no cost or expense to Landlord and at least thirty (30) days substantially the same condition it was in prior to the expiration performance of the Term investigation or any assignment remediation. Buyer shall provide reasonable cooperation to the Sellers in a timely manner with the Sellers’ ISRA compliance activities hereunder, including, without limitation, by providing the Sellers or the Sellers’ Licensed Site Remediation Professional with reasonable access to the West Berlin Facility after the Closing Date (subject to the other requirements of this Lease or subletting of the Premises, a letter from the DEP stating that termination of Tenant’s operations at the Premises does not trigger ISRA, together with true copies of any affidavits on which such letter is based. If Landlord shall have to comply with ISRA by reason of Landlord’s actions, Tenant shall promptly provide all information requested by Landlord for preparation of non-applicability affidavits or a negative declaration and shall promptly sign such affidavits when requested by LandlordSection 4.10).