LANDLORD The covenants and obligations contained in this Lease on the part of Landlord are binding on Landlord, its successors, and assigns only during their respective period of ownership of an interest in the Building. In the event of any transfer or transfers of such title to the Building, Landlord (and, in the case of any subsequent transfers or conveyances, the then grantor) shall be concurrently freed and relieved from and after the date of such transfer or conveyance, without any further instrument or agreement, of all liability with respect to the performance of any covenants or obligations on the part of Landlord contained in this Lease thereafter to be performed.
Lessor It is important that the full name of the Entity leasing the commercial space is reported as the Lessor.
Tenant To the maximum extent this agreement may be made effective according to law, and except as otherwise expressly provided in this Lease, Tenant agrees to indemnify and save harmless Landlord, Landlord Responsible Parties (as hereinafter defined) and any Mortgagee providing financing with respect to any portion of the Premises from and against all costs, expenses, liabilities, claims, loss, or damage of whatever nature to the extent: (i) arising from the use, occupancy, operation, maintenance or management of the Premises by Tenant or Tenant’s contractors, subtenants, licensees, invitees, agents, servants or employees or others for whom Tenant is legally responsible, but in no event any Landlord Responsible Parties (collectively, with Tenant, “Tenant Responsible Parties”) during the Term; (ii) arising from any accident, physical injury or physical damage occurring on any portion of the Premises during the Term applicable to that portion of the Premises and any further period during which Tenant retains occupancy of that portion of the Premises; (iii) arising from Tenant’s or Tenant Responsible Parties’ use of Hazardous Materials during the Term or violation of or failure to comply with the provisions of Section 4.3 above with regard to Hazardous Materials during the Term; (iv) arising from any litigation or proceeding not commenced by Landlord relating to or arising out of Tenant’s use, occupancy, operation, maintenance or management of the Premises to which Landlord or its employees or agents are made a party without fault on its part, whether commenced by or against Tenant; or (v) arising out of a risk which is required to be insured by Tenant or its contractors pursuant to Subsection 3.6.1 hereof, and is not so insured, but only to the extent of the insurance limits specified in Subsection 3.6.1 hereof; provided, however, that (x) the foregoing indemnity shall not include any cost or damage to the extent arising from any negligent act or omission or willful misconduct of Landlord or Landlord’s contractors, licensees, invitees, agents, servants or employees or others for whom the Landlord is legally responsible (collectively, with Landlord, “Landlord Responsible Parties”) and (y) in no event shall Tenant be liable under this indemnity for indirect or consequential damages (except that nothing in this Subsection 4.5.1 shall have any impact on the Landlord’s rights specified in Article VII below in the event of a holdover by Tenant). This indemnity and hold harmless agreement shall include indemnity against reasonable attorneys’ fees and all other costs, expenses and liabilities incurred or in connection with any such claim or proceeding brought thereon, and the defense thereof.
Lessee The related Lessee is a Person other than MBFS USA, any Affiliate thereof or a Governmental Authority and, at the time of origination of the 201[__]-[__] Lease, based on information provided by the Lessee, the Lessee is located in and has a billing address within a State.
By Landlord Landlord shall be responsible, at its expense, only for the structural soundness of the roof, foundation and exterior walls of the Building. Any repair to the roof, foundation or exterior walls required due to the fault or omission of Tenant, or its agents, employees, guests or invitees shall be the sole responsibility of Tenant. The term “walls” as used in this Paragraph 7(a) shall not include windows, glass or plate glass, interior doors, special store fronts, office entries or exterior doors. Landlord’s liability with respect to any defects, repairs or maintenance for which Landlord is responsible at its expense under this Lease shall be limited to the cost of such repairs or maintenance or the curing of such defect. As expenses included in Common Area Maintenance Expenses, Landlord will be responsible for landscaping and maintenance of common areas and parking areas, exterior painting, and common sewage line plumbing. Tenant shall immediately give Landlord written notice of defects or need for repairs, after which Landlord shall have a reasonable opportunity to repair same or cure such defect. Landlord shall not be required to perform any covenant or obligation of this Lease, or be liable in damages to Tenant, so long as the performance or non-performance of the covenant or obligation is delayed, caused by, or prevented by an act of God or force majeure. An “act of God” or “force majeure” is defined for purposes of this Lease as strikes, lockouts, sit-downs, material or labor restrictions by any governmental authority, riots, floods, washouts, explosions, earthquakes, fire, storms, acts of the public enemy, wars, insurrections and any other similar cause not reasonably within the control of Landlord, and which by the exercise of due diligence Landlord is unable, wholly or in part, to prevent or overcome. Notwithstanding the foregoing, Landlord agrees to be monetarily responsible for any repairs/replacements caused by any non- working interior items including but not limited to electrical, plumbing and mechanical equipment within the Premises for the first sixty (60) days following the Commencement Date of the Lease unless the need for such repairs or replacements is caused by Tenant, in which case, Tenant shall be monetarily responsible.
Subleased Premises Sublandlord does hereby sublease to Subtenant, and Subtenant does hereby sublease from Sublandlord, for the term and upon the conditions hereinafter provided, the Subleased Premises, consisting of the approximate Rentable Area provided in the preamble to this Sublease, the number of which the parties agree shall be deemed the actual square footage, subject to Subtenant’s right, but not obligation, to have the Subleased Premises re-measured at its sole cost and expense, provided that Subtenant shall not re-measure the Subleased Premises after the thirtieth (30th) day following the Sublease Commencement Date applicable to the Phase II Subleased Premises. If Subtenant should elect to re-measure the Subleased Premises prior to the thirtieth (30th) day following the Sublease Commencement Date applicable to the Phase II Subleased Premises, and should Subtenant’s qualified professionals determine in writing that the Subleased Premises measure more or less than the approximation, an appropriate increase or decrease shall be made to those charges which are based upon square footage measurements (including but not limited to Sublease Base Rent, the Sublease Base Rent Credit, and the Security Deposit Amount), the revised square footage shall be confirmed in an amendment to this Sublease signed by both parties, and the determination of Rentable Area shall be conclusive. “Rentable Area” means the (i) entire area included within the Subleased Premises, being the area bounded by the interior surface of any exterior wall, the interior of all walls separating the Subleased Premises from any public corridors or other public areas on such floor, and the centerline of all walls separating such Subleased Premises from other adjoining areas leased to Sublandlord or other subtenants on the floor, plus (ii) a proportionate amount of the square footage of the Common Areas (defined in Section 3(b)) existing as of the Sublease Commencement Date applicable to the Phase II Subleased Premises, including but not limited to common area corridors on the second floor, first floor, and lower level of the Building.
Landlord Insurance The Landlord may carry or cause to be carried relevant liability insurance with respect to the Site and/or any activities of the Landlord with respect to the Site in its reasonable business discretion. The Landlord may elect to be self-insured.
USE OF LEASED PREMISES The Lessor is leasing the Premises to the Lessee and the Lessee is hereby agreeing to lease the Premises for the following use and purpose: Any change in use or purpose the Premises other than as described above shall be upon prior written consent of Lessor only.
Landlord’s Insurance Tenant shall not cause or permit or suffer any action or condition that would (i) invalidate or conflict with Landlord’s insurance policies which contemplate a live entertainment use for the Music Hall, (ii) violate applicable rules, regulations and guidelines of the Fire Department, Fire Insurance Rating Organization or any other authority having jurisdiction over the Center, (iii) cause an increase in the premiums for fire insurance then covering the Buildings over that payable with respect to comparable first-class office buildings or theaters, or (iv) result in insurance companies of good standing refusing to insure the Buildings or any property therein in amounts and against risks as reasonably determined by Landlord. If the fire insurance premiums increase as a result of Tenant’s failure to comply with the provisions of this Article, Tenant shall promptly cure such failure and shall reimburse Landlord for the increased fire insurance premiums paid by Landlord as a result of such failure by Tenant, provided that Landlord shall furnish reasonable supporting documentation therefor. If it is not practicable for Tenant to cure such failure and continue to operate the Premises for the Permitted Uses and the only result of such failure is an increase in Landlord’s insurance premium, then provided Tenant pays such increased premium, Tenant shall not be required to cease such action so long as the increased premium is the only effect of such failure and, provided further, in the event that (A) Landlord’s insurance carrier refuses to provide certain insurance as a result of Tenant’s failure to comply with the provisions of this Article and (B) a separate insurance carrier of comparable rating or which is otherwise satisfactory to Landlord is willing to provide such insurance, Tenant shall pay any increased cost payable by Landlord by reason of its purchase of such insurance from such separate insurance carrier. In any action or proceeding to which Landlord and Tenant are parties, a schedule or “make up” of rates for the Buildings or the Premises issued by the appropriate Fire Insurance Rating Organization, or other body fixing such fire insurance rates, shall be conclusive evidence of the fire insurance rates then applicable to the Buildings.
Landlord’s Title Landlord’s title is and always shall be paramount to the title of Tenant. Nothing herein contained shall empower Tenant to do any act which can, shall or may encumber the title of Landlord.