Common use of Tenant Changes Clause in Contracts

Tenant Changes. Conditions. After installation of the initial Leasehold Improvements for the Premises pursuant to Exhibit "D", Tenant may, at its sole cost and expense, make alterations, additions, improvements and decorations to the Premises (collectively, "Tenant Changes") subject to and upon the following terms and conditions: (a) Notwithstanding any provision in this Paragraph 14 to the contrary, Tenant is absolutely prohibited from making any alterations, additions, improvements or decorations which: (i) affect any area outside the Premises; (ii) affect the Building's structure, or detrimentally affect any equipment or systems, or the proper functioning thereof, or Landlord's access thereto; (iii) affect the outside appearance, character or use of the Project, the Building or the Common Areas; (iv) weaken or impair the structural strength of the Building; (v) in the reasonable opinion of Landlord, lessen the value of the Project or Building; or (vi) will violate or require a change in any occupancy certificate applicable to the Premises. (b) Before proceeding with any Tenant Change which is not otherwise prohibited in Subparagraph 14.1(a) above, Tenant must first obtain Landlord's written approval thereof (including approval of all plans, specifications and working drawings for such Tenant Change), which approval shall not be unreasonably withheld or delayed. However, Landlord's prior approval shall not be required for any Tenant Change (i) which, when combined with all of Tenant's other Tenant Changes over a twelve-month period do not, in the aggregate, cost more than Ten Thousand Dollars ($10,000.00); (ii) provided that Tenant delivers to Landlord final plans, specifications and working drawings for such Tenant Change at least ten (10) days prior to commencement of the work thereof; and (iii) further provided that Tenant and such Tenant Change otherwise satisfy all other conditions set forth in this Subparagraph 14.1. (c) After Landlord has approved the Tenant Changes and the plans, specifications and working drawings therefore, Tenant shall: (i) enter into an agreement for the performance of such Tenant Changes with such contractors and subcontractors selected by Tenant and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (ii) before proceeding with any Tenant Change, provide Landlord with ten (10) days' prior written notice thereof; and (iii) pay to Landlord, within fifteen (15) days after written demand, the costs of any increased insurance premiums incurred by Landlord to include such Tenant Changes in the fire and extended coverage insurance obtained by Landlord pursuant to Paragraph 23 below. However, Landlord shall be required to include the Tenant Changes under such insurance only to the extent such insurance is actually obtained by Landlord and such Tenant Changes are insurable under such insurance; if such Tenant Changes are not or cannot be included in Landlord's insurance, Tenant shall insure the Tenant Changes under its casualty insurance pursuant to Subparagraph 22.1(a) below. In addition, before proceeding with any Tenant Change, Tenant's contractors shall obtain, on behalf of Tenant and at Tenant's sole cost and expense, all necessary governmental permits and approvals for the commencement and completion of such Tenant Change. (d) Tenant shall pay to Landlord, as additional rent, the reasonable costs of Landlord's engineers and other consultants (but not Landlord's on-site management personnel) for review of all plans, specifications and working drawings for the Tenant Changes, within fifteen (15) business days after Tenant's receipt of invoices either from Landlord or such consultants. (e) All Tenant Changes shall be performed: (i) in accordance with the approved plans, specifications and working drawings; (ii) lien-free and in a first-class and workmanlike manner; (iii) in compliance with all laws, rules, and regulations of all governmental agencies and authorities; (iv) in such a manner so as not to interfere with the occupancy of any other tenant in the Project or Building, nor impose any additional expense upon nor delay Landlord in the maintenance and operation of the Project or Building; and (v) at such times, in such manner and subject to such rules and regulations as Landlord may from time to time reasonably designate. (f) Throughout the performance of the Tenant Changes, Tenant shall obtain, or cause its contractors to obtain, workers compensation insurance and general liability insurance in compliance with the provisions of Paragraph 22 of this Lease.

Tenant Changes. Conditions. After installation Subject to the provisions of Section 3.4 of this Work Letter, and following the completion of the initial Leasehold Improvements for the Premises pursuant to Exhibit "D"Approved Construction Documents, Tenant may, at its sole cost and expensefrom time to time, make alterations, additions, improvements and decorations prior to the commencement of the respective component of the Landlord’s Third Floor Expansion Premises TI Work, request a change in the Landlord’s Third Floor Expansion Premises TI Work shown on the Approved Construction Documents (collectively, "“Tenant Changes") Change”). Each such proposed Tenant Change shall be subject to and upon the following terms and conditions: (a) Notwithstanding any provision in this Paragraph 14 to the contrary, Tenant is absolutely prohibited from making any alterations, additions, improvements or decorations which: (i) affect any area outside the Premises; (ii) affect the Building's structure, or detrimentally affect any equipment or systems, or the proper functioning thereof, or Landlord's access thereto; (iii) affect the outside appearance, character or use of the Project, the Building or the Common Areas; (iv) weaken or impair the structural strength of the Building; (v) in the reasonable opinion prior approval of Landlord, lessen the value of the Project or Building; or (vi) will violate or require a change in any occupancy certificate applicable not to the Premises. (b) Before proceeding with any Tenant Change which is not otherwise prohibited in Subparagraph 14.1(a) above, Tenant must first obtain Landlord's written approval thereof (including approval of all plans, specifications and working drawings for such Tenant Change), which approval shall not be unreasonably withheld or delayed. Howeverconditioned, Landlord's prior and which approval shall not be required for granted or denied within five (5) Business Days after delivery of such Tenant Change to Landlord. Landlord shall have no obligation to approve or perform any Tenant Change if, in Landlord’s reasonable judgment, such Tenant Change (i) which, when combined with all would delay completion of Tenant's other Tenant Changes over a twelve-month period do not, in the aggregate, cost more than Ten Thousand Dollars ($10,000.00)Landlord’s Third Floor Expansion Premises TI Work beyond the Substantial Completion Date set forth on Attachment 2; (ii) provided that would materially increase the cost of performing the Landlord’s Third Floor Expansion Premises TI Work so as to result in the cost of performing the Landlord’s Third Floor Expansion Premises TI Work exceeding the Maximum Third Floor Allowance Amount, unless in each case Tenant delivers agrees to Landlord final planspay such costs based on Landlord’s Change Estimate Notice (as defined below), specifications and working drawings for such Tenant Change at least ten (10) days prior to commencement of the work thereof; and (iii) further provided are incompatible with the design, quality, equipment or systems of the Building or otherwise require a change to the existing Building systems or structure, each in a manner that Tenant and such Tenant Change would not otherwise satisfy all other conditions set forth in this Subparagraph 14.1. (c) After Landlord has approved the Tenant Changes and the plans, specifications and working drawings therefore, Tenant shall: (i) enter into an agreement for the performance of such Tenant Changes with such contractors and subcontractors selected by Tenant and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (ii) before proceeding with any Tenant Change, provide Landlord with ten (10) days' prior written notice thereof; and (iii) pay to Landlord, within fifteen (15) days after written demand, the costs of any increased insurance premiums incurred by Landlord to include such Tenant Changes in the fire and extended coverage insurance obtained by Landlord pursuant to Paragraph 23 below. However, Landlord shall be required to include the Tenant Changes under such insurance only to the extent such insurance is actually obtained by Landlord and such Tenant Changes are insurable under such insurance; if such Tenant Changes are not or cannot be included in Landlord's insurance, Tenant shall insure the Tenant Changes under its casualty insurance pursuant to Subparagraph 22.1(a) below. In addition, before proceeding with any Tenant Change, Tenant's contractors shall obtain, on behalf of Tenant and at Tenant's sole cost and expense, all necessary governmental permits and approvals for the commencement and completion of such Tenant Change. (d) Tenant shall pay to Landlord, as additional rent, the reasonable costs of Landlord's engineers and other consultants (but not Landlord's on-site management personnel) for review of all plans, specifications and working drawings for the Tenant Changes, within fifteen (15) business days after Tenant's receipt of invoices either from Landlord or such consultants. (e) All Tenant Changes shall be performed: (i) in accordance connection with the approved plansimprovements contemplated by the Approved Construction Documents, specifications and working drawings; (ii) lien-free and in a first-class and workmanlike manner; (iii) in compliance with all laws, rules, and regulations of all governmental agencies and authorities; (iv) in such a manner so as is not to interfere with consistent the occupancy first class nature of any other tenant in the Project or Building, nor impose any additional expense upon nor delay Landlord in the maintenance and operation of the Project or Building; and (v) at such times, in such manner and subject to such rules and regulations as Landlord may from time to time reasonably designate. (f) Throughout the performance of the Tenant Changes, Tenant shall obtain, or cause its contractors to obtain, workers compensation insurance and general liability insurance in compliance otherwise do not comply with the provisions of Paragraph 22 of this the Lease.

Tenant Changes. Conditions. After installation of the initial Leasehold Improvements for the Premises pursuant to Exhibit "D", Tenant mayTenant, at its sole cost and expense, shall have the right at any time and from time to time during the term of this Lease to make alterations, additions, improvements additions and decorations other changes to the Premises Improvements, including, without limitation, those items constituting Proposed Sotheby's Changes (collectivelyas hereinafter defined) referred to in SECTION 9(k) below subject, however, to compliance with the provisions of this SECTION 9 (all of the foregoing are hereinafter collectively called "Tenant ChangesTENANT CHANGES" and any of the foregoing is called a ") subject TENANT CHANGE"), SUBJECT, HOWEVER, in all cases, to and upon the following terms and conditionsprovisions: (a1) Notwithstanding any provision in this Paragraph 14 to the contrary, Tenant is absolutely prohibited from making any alterations, additions, improvements or decorations which: (i) affect any area outside the Premises; (ii) affect the Building's structure, or detrimentally affect any equipment or systems, or the proper functioning thereof, or Landlord's access thereto; (iii) affect the outside appearance, character or use of the Project, the Building or the Common Areas; (iv) weaken or impair the structural strength of the Building; (v) in the reasonable opinion of Landlord, lessen the value of the Project or Building; or (vi) will violate or require a change in any occupancy certificate applicable to the Premises. (b) Before proceeding with shall not make any Tenant Change which is not otherwise prohibited in Subparagraph 14.1(aa Material Tenant Change (as hereinafter defined) above, Tenant must without having first obtain obtained Landlord's prior written approval thereof (including in each instance in accordance with this SECTION 9. So long as Tenant complies with the provisions of this SECTION 9 and there shall not otherwise exist a material non-monetary Event of Default or a monetary Event of Default in excess of $25,000 under this Lease, Landlord's approval of all plans, specifications and working drawings for such any proposed Material Tenant Change), which approval Change shall not be unreasonably withheld withheld, conditioned or delayeddelayed UNLESS the proposed Material Tenant Change is a Prohibited Tenant Change (as hereinafter defined). HoweverAs used herein, Landlord's prior approval the term "MATERIAL TENANT CHANGE" shall not be required for mean any Tenant Change which (i) whichaffects the exterior of any Improvements (including the roof and the facade of the Improvements), when combined with all of Tenant's other Tenant Changes over a twelve-month period do not, in the aggregate, cost more than Ten Thousand Dollars ($10,000.00); (ii) provided that Tenant delivers to Landlord final plansaffects the structural elements of any Improvements, specifications and working drawings for such Tenant Change at least ten (10) days prior to commencement of the work thereof; and (iii) further provided affects in any material respect the electrical, plumbing, HVAC, elevator or other mechanical or building systems of the Improvements, (iv) changes the character of the lobby/atrium area or facade of the Improvements in any material respect or (v) reduces the usable or rentable area of any Improvements by more than a DE MINIMIS amount. Tenant acknowledges that Tenant and such Tenant Change otherwise satisfy all other conditions set forth in this Subparagraph 14.1. (c) After Landlord has approved the Tenant Changes and the plans, specifications and working drawings therefore, Tenant shall: (i) enter into an agreement for the performance of such Tenant Changes with such contractors and subcontractors selected by Tenant and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (ii) before proceeding with any Tenant Change, provide Landlord with ten (10) days' prior written notice thereof; and (iii) pay to Landlord, within fifteen (15) days after written demand, the costs of any increased insurance premiums incurred by Landlord to include such Tenant Changes in the fire and extended coverage insurance obtained by Landlord pursuant to Paragraph 23 below. However, Landlord shall be required to include the Tenant Changes under such insurance only to the extent such insurance is actually obtained by Landlord and such Tenant Changes are insurable under such insurance; if such Tenant Changes are not or cannot be included provided for in Landlord's insuranceSECTION 31(b), Tenant shall insure the Tenant Changes under its casualty insurance pursuant to Subparagraph 22.1(a) below. In addition, before proceeding with any Tenant Change, Tenant's contractors shall obtain, on behalf of Tenant and at Tenant's sole cost and expense, perform all necessary governmental permits and approvals for the commencement and completion of such Tenant ChangeCap Ex Improvements. (d) Tenant shall pay to Landlord, as additional rent, the reasonable costs of Landlord's engineers and other consultants (but not Landlord's on-site management personnel) for review of all plans, specifications and working drawings for the Tenant Changes, within fifteen (15) business days after Tenant's receipt of invoices either from Landlord or such consultants. (e) All Tenant Changes shall be performed: (i) in accordance with the approved plans, specifications and working drawings; (ii) lien-free and in a first-class and workmanlike manner; (iii) in compliance with all laws, rules, and regulations of all governmental agencies and authorities; (iv) in such a manner so as not to interfere with the occupancy of any other tenant in the Project or Building, nor impose any additional expense upon nor delay Landlord in the maintenance and operation of the Project or Building; and (v) at such times, in such manner and subject to such rules and regulations as Landlord may from time to time reasonably designate. (f) Throughout the performance of the Tenant Changes, Tenant shall obtain, or cause its contractors to obtain, workers compensation insurance and general liability insurance in compliance with the provisions of Paragraph 22 of this Lease.

Tenant Changes. Conditions. After installation of the initial Leasehold Improvements for the Premises pursuant to Exhibit "D", Tenant mayTenant, at its sole cost and expense, shall have the right to make alterations, additions, improvements installations and decorations other changes to the Premises (collectivelyeach, "a “Tenant Changes") subject Change”), subject, however, in all cases, to and upon the following terms and conditionsprovisions: (a) Notwithstanding Tenant, without Landlord’s consent, may make Tenant Changes that are neither Material Tenant Changes (as hereinafter defined) nor Prohibited Tenant Changes (as hereinafter defined). Tenant shall give Landlord notice of any provision in this Paragraph 14 Tenant Changes made pursuant to the contrary, preceding sentence (other than Tenant is absolutely prohibited from making any alterations, additions, improvements or decorations which: (i) affect any area outside the Premises; (ii) affect the Building's structure, or detrimentally affect any equipment or systems, or the proper functioning thereof, or Landlord's access thereto; (iii) affect the outside appearance, character or use of the Project, the Building or the Common Areas; (iv) weaken or impair the structural strength of the Building; (v) Changes that are merely decorative in the reasonable opinion of Landlord, lessen the value of the Project or Building; or (vi) will violate or require a change in any occupancy certificate applicable to the Premises. (b) Before proceeding with nature). Tenant shall not make any Tenant Change which that is a Material Tenant Change without having first obtained Landlord’s prior written approval thereof. So long as Tenant complies with the provisions of this Section 10 and there shall not otherwise prohibited in Subparagraph 14.1(a) aboveexist an Event of Default under this Lease, Tenant must first obtain Landlord's written approval thereof (including ’s approval of all plans, specifications and working drawings for such any proposed Material Tenant Change), which approval Change shall not be unreasonably withheld or delayedwithheld, so long as the proposed Material Tenant Change is not a Prohibited Tenant Change. HoweverAs used herein, Landlord's prior approval the term “Material Tenant Change” shall not be required for mean any Tenant Change that (i) whichaffects the exterior face of any building façade that is part of the Improvements, (ii) affects the structural elements of any Improvements, (iii) constitutes a new or additional building or structure, (iv) reduces the usable or rentable area of any Improvements, or (v) will cost, when combined aggregated with the cost of all of Tenant's other Tenant Changes over a twelve-month period do not, that are then in the aggregate, cost more than Ten Thousand Dollars ($10,000.00); (ii) provided progress or that Tenant delivers to Landlord final plans, specifications and working drawings for such Tenant Change at least ten (10) days prior to commencement of the work thereof; and (iii) further provided that Tenant and such Tenant Change otherwise satisfy all other conditions set forth in this Subparagraph 14.1. (c) After Landlord has approved the Tenant Changes and the plans, specifications and working drawings therefore, Tenant shall: (i) enter into an agreement for the performance of such Tenant Changes will be performed substantially contemporaneously with such contractors and subcontractors selected by Tenant and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (ii) before proceeding with any Tenant Change, provide Landlord with ten in excess of Two Hundred Fifty Thousand Dollars and No/100 (10) days' prior written notice thereof; and (iii) pay to Landlord, within fifteen (15) days after written demand, the costs of any increased insurance premiums incurred by Landlord to include such Tenant Changes in the fire and extended coverage insurance obtained by Landlord pursuant to Paragraph 23 below. However, Landlord shall be required to include the Tenant Changes under such insurance only to the extent such insurance is actually obtained by Landlord and such Tenant Changes are insurable under such insurance; if such Tenant Changes are not or cannot be included in Landlord's insurance, Tenant shall insure the Tenant Changes under its casualty insurance pursuant to Subparagraph 22.1(a) below. In addition, before proceeding with any Tenant Change, Tenant's contractors shall obtain, on behalf of Tenant and at Tenant's sole cost and expense, all necessary governmental permits and approvals for the commencement and completion of such Tenant Change$250,000.00). (d) Tenant shall pay to Landlord, as additional rent, the reasonable costs of Landlord's engineers and other consultants (but not Landlord's on-site management personnel) for review of all plans, specifications and working drawings for the Tenant Changes, within fifteen (15) business days after Tenant's receipt of invoices either from Landlord or such consultants. (e) All Tenant Changes shall be performed: (i) in accordance with the approved plans, specifications and working drawings; (ii) lien-free and in a first-class and workmanlike manner; (iii) in compliance with all laws, rules, and regulations of all governmental agencies and authorities; (iv) in such a manner so as not to interfere with the occupancy of any other tenant in the Project or Building, nor impose any additional expense upon nor delay Landlord in the maintenance and operation of the Project or Building; and (v) at such times, in such manner and subject to such rules and regulations as Landlord may from time to time reasonably designate. (f) Throughout the performance of the Tenant Changes, Tenant shall obtain, or cause its contractors to obtain, workers compensation insurance and general liability insurance in compliance with the provisions of Paragraph 22 of this Lease.

Tenant Changes. Conditions. After installation Subject to the provisions of Section 3.4 of this Work Letter, and following the completion of the initial Leasehold Improvements for the Premises pursuant to Exhibit "D"Approved Construction Documents, Tenant may, at its sole cost and expensefrom time to time, make alterations, additions, improvements and decorations prior to the commencement of the respective component of the Landlord’s First Floor Expansion Premises TI Work, request a change in the Landlord’s First Floor Expansion Premises TI Work shown on the Approved Construction Documents (collectively, "“Tenant Changes") Change”). Each such proposed Tenant Change shall be subject to and upon the following terms and conditions: (a) Notwithstanding any provision in this Paragraph 14 to the contrary, Tenant is absolutely prohibited from making any alterations, additions, improvements or decorations which: (i) affect any area outside the Premises; (ii) affect the Building's structure, or detrimentally affect any equipment or systems, or the proper functioning thereof, or Landlord's access thereto; (iii) affect the outside appearance, character or use of the Project, the Building or the Common Areas; (iv) weaken or impair the structural strength of the Building; (v) in the reasonable opinion prior approval of Landlord, lessen the value of the Project or Building; or (vi) will violate or require a change in any occupancy certificate applicable not to the Premises. (b) Before proceeding with any Tenant Change which is not otherwise prohibited in Subparagraph 14.1(a) above, Tenant must first obtain Landlord's written approval thereof (including approval of all plans, specifications and working drawings for such Tenant Change), which approval shall not be unreasonably withheld or delayed. Howeverconditioned, Landlord's prior and which approval shall not be required for granted or denied within five (5) Business Days after delivery of such Tenant Change to Landlord. Landlord shall have no obligation to approve or perform any Tenant Change if, in Landlord’s reasonable judgment, such Tenant Change (i) which, when combined with all would delay completion of Tenant's other Tenant Changes over a twelve-month period do not, in the aggregate, cost more than Ten Thousand Dollars ($10,000.00)Landlord’s First Floor Expansion Premises TI Work beyond the Substantial Completion Date set forth on Attachment 2; (ii) provided that would materially increase the cost of performing the Landlord’s First Floor Expansion Premises TI Work so as to result in the cost of performing the Landlord’s First Floor Expansion Premises TI Work exceeding the Maximum First Floor Allowance Amount unless in each case Tenant delivers agrees to Landlord final planspay such costs based on Landlord’s Change Estimate Notice (as defined below), specifications and working drawings for such Tenant Change at least ten (10) days prior to commencement of the work thereof; and (iii) further provided are incompatible with the design, quality, equipment or systems of the Building or otherwise require a change to the existing Building systems or structure, each in a manner that Tenant and such Tenant Change would not otherwise satisfy all other conditions set forth in this Subparagraph 14.1. (c) After Landlord has approved the Tenant Changes and the plans, specifications and working drawings therefore, Tenant shall: (i) enter into an agreement for the performance of such Tenant Changes with such contractors and subcontractors selected by Tenant and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (ii) before proceeding with any Tenant Change, provide Landlord with ten (10) days' prior written notice thereof; and (iii) pay to Landlord, within fifteen (15) days after written demand, the costs of any increased insurance premiums incurred by Landlord to include such Tenant Changes in the fire and extended coverage insurance obtained by Landlord pursuant to Paragraph 23 below. However, Landlord shall be required to include the Tenant Changes under such insurance only to the extent such insurance is actually obtained by Landlord and such Tenant Changes are insurable under such insurance; if such Tenant Changes are not or cannot be included in Landlord's insurance, Tenant shall insure the Tenant Changes under its casualty insurance pursuant to Subparagraph 22.1(a) below. In addition, before proceeding with any Tenant Change, Tenant's contractors shall obtain, on behalf of Tenant and at Tenant's sole cost and expense, all necessary governmental permits and approvals for the commencement and completion of such Tenant Change. (d) Tenant shall pay to Landlord, as additional rent, the reasonable costs of Landlord's engineers and other consultants (but not Landlord's on-site management personnel) for review of all plans, specifications and working drawings for the Tenant Changes, within fifteen (15) business days after Tenant's receipt of invoices either from Landlord or such consultants. (e) All Tenant Changes shall be performed: (i) in accordance connection with the approved plansimprovements contemplated by the Approved Construction Documents, specifications and working drawings; (ii) lien-free and in a first-class and workmanlike manner; (iii) in compliance with all laws, rules, and regulations of all governmental agencies and authorities; (iv) in such a manner so as is not to interfere with consistent the occupancy first class nature of any other tenant in the Project or Building, nor impose any additional expense upon nor delay Landlord in the maintenance and operation of the Project or Building; and (v) at such times, in such manner and subject to such rules and regulations as Landlord may from time to time reasonably designate. (f) Throughout the performance of the Tenant Changes, Tenant shall obtain, or cause its contractors to obtain, workers compensation insurance and general liability insurance in compliance otherwise do not comply with the provisions of Paragraph 22 of this the Lease.