Common use of Wastewater Treatment Plant Clause in Contracts

Wastewater Treatment Plant. The Sellers have caused the Company to enter into (i) that certain Development Agreement dated May 9, 2007 by and among Oxford Properties, LLC, the Company and BlackRock Realty Advisors Community Development Multifamily Equity Fund I, LLC (the “Development Agreement”), (ii) that certain Agreement to Construct Community Waste Water Collection, Treatment and Disposal Facilities in West Xxxxxxx Township (the “Wastewater Construction Agreement”) dated May 21, 2007 with West Xxxxxxx Township, Xxxxxxx County, Pennsylvania (“Township”), and (ii) that certain Sewer Reimbursement Agreement (the “Reimbursement Agreement”) dated May 21, 2007 with the Township (the Development Agreement, Wastewater Construction Agreement and the Reimbursement Agreement are hereinafter collectively referred to as the “Sewer Agreements”). Under the terms of the Sewer Agreements, the Company has designed and constructed a community sewer system consisting of a Sequential Batch Reactor wastewater treatment plant and drip irrigation disposal system, together with associated collection and conveyance facilities (the “System”) and an expansion component (the “System Expansion”) on an approximately 12 acre parcel owned by the Township, and the Township has agreed to accept dedication of the System and the System Expansion. Sellers covenants and agrees to cause the Company to promptly initiate the dedication of the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense, on or prior to the Closing Date. Sellers’ hereby agree to indemnify and defend Buyer against and hold Buyer harmless from any and all claims, liabilities, losses, damages, costs and expenses, including, without limitation, all reasonable attorneys’ fees, fees of consultants and expert witnesses and court and arbitration costs asserted against or suffered by Buyer resulting from (i) Sellers’ failure to cause the Company to dedicate the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense or (ii) the Company’s breach of any covenant or obligation of the Company under the Sewer Agreements. This Section 20 shall survive the Closing.

Wastewater Treatment Plant. The Sellers have caused the Company to enter into (i) that certain Development Agreement dated May 9, 2007 by and among Oxford Properties, LLC, the Company and BlackRock Realty Advisors Community Development Multifamily Equity Fund I, LLC (the “Development Agreement”), (ii) that certain Agreement to Construct Community Waste Water Collection, Treatment and Disposal Facilities in West Xxxxxxx Vxxxxxx Township (the “Wastewater Construction Agreement”) dated May 21, 2007 with West Xxxxxxx Vxxxxxx Township, Xxxxxxx Cxxxxxx County, Pennsylvania (“Township”), and (ii) that certain Sewer Reimbursement Agreement (the “Reimbursement Agreement”) dated May 21, 2007 with the Township (the Development Agreement, Wastewater Construction Agreement and the Reimbursement Agreement are hereinafter collectively referred to as the “Sewer Agreements”). Under the terms of the Sewer Agreements, the Company has designed and constructed a community sewer system consisting of a Sequential Batch Reactor wastewater treatment plant and drip irrigation disposal system, together with associated collection and conveyance facilities (the “System”) and an expansion component (the “System Expansion”) on an approximately 12 acre parcel owned by the Township, and the Township has agreed to accept dedication of the System and the System Expansion. Sellers covenants and agrees to cause the Company to promptly initiate the dedication of the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense, on or prior to the Closing Date. Sellers’ hereby agree to indemnify and defend Buyer against and hold Buyer harmless from any and all claims, liabilities, losses, damages, costs and expenses, including, without limitation, all reasonable attorneys’ fees, fees of consultants and expert witnesses and court and arbitration costs asserted against or suffered by Buyer resulting from (i) Sellers’ failure to cause the Company to dedicate the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense or (ii) the Company’s breach of any covenant or obligation of the Company under the Sewer Agreements. This Section 20 shall survive the Closing.

Wastewater Treatment Plant. The Sellers have caused the Company to enter into (i) that certain Development Agreement dated May 9, 2007 by and among Oxford Properties, LLC, the Company and BlackRock Realty Advisors Community Development Multifamily Equity Fund I, LLC (the “Development Agreement”), (ii) that certain Agreement to Construct Community Waste Water Collection, Treatment and Disposal Facilities Lessee has expressed an interest in West Xxxxxxx Township building a wastewater treatment plant (the “Wastewater Construction AgreementTreatment Plant”) dated May 21at its sole cost and expense to serve the Premises. Lessee shall not be liable to Lessor for any additional charge or cost in connection with the Wastewater Treatment Plan except as set forth in Section 3 above. The Wastewater Treatment Plant may include a system for recycling and processing waste water generated in the Building and for recirculating such processed water within the Building, 2007 which may also include an on-site treatment plant for such processing of waste and any housing enclosure therefor (if any). Lessee will submit a scope of work for the Wastewater Treatment Plant to Lessor and thereafter will provide monthly updates to Lessor for informational purposes during Lessee’s design process. Lessee will then submit plans of the Wastewater Treatment Plant to Lessor for Lessor’s approval in accordance with West Xxxxxxx TownshipSection 9 of the Lease. Lessee agrees that this improvement shall be made in a lien-free manner by duly licensed contractors and in compliance with all insurance requirements and with all applicable permits, Xxxxxxx Countybuilding regulations, Pennsylvania zoning laws and all other governmental rules, regulations, ordinances, statutes and laws as set forth in the Lease. Lessee may, at Lessee’s option, remove the Wastewater Treatment Plant at, or at any time prior to, the end of the Term. Lessee shall, upon the request of Lessor with at least sixty (60) days’ prior written notice to Lessee (the “TownshipWTP Restoration Notice”), remove the portions of the Wastewater Treatment Plant that are above-ground and cap the Wastewater Treatment Plant at the transfer station and pump (the “WTP Restoration Work”) at the end of the Term or the termination date triggered by an Early Termination Notice. In no event shall Lessee have less than one hundred ​ ​ ​ ​​ -3- Seventh Amendment to Lease[Dreisbach/Blue Apron] ​ ​ twenty (120) days to perform the WTP Restoration Work from Lessee’s receipt of the WTP Restoration Notice. If Lessor provides the WTP Restoration Notice with fewer than one hundred twenty (120) days remaining in the Term, then Lessor hereby grants Lessee a license to enter the Premises at reasonable times in order to perform the WTP Restoration Work following the end of the Term (the “Post-Termination License”) and Lessee’s indemnity and insurance obligations will remain in full force and effect. Notwithstanding anything to the contrary contained in the Lease, as amended hereby, under no circumstances shall Lessee be deemed to be in holdover, including the obligations to pay Base Rent or Additional Electricity, as a result of Lessee’s exercise of the Post-Termination License. Lessee shall repair any damage caused by the installation and/or removal of the Wastewater Treatment Plant as set forth in the Lease. Lessor shall use commercially reasonable efforts, at no cost to Lessor, to cooperate with Lessee, or to cause Master Lessor to cooperate with Lessee, to obtain all governmental approvals required for installation, operation, maintenance and repair of the Wastewater Treatment Plant to the extent Lessor’s or Master Lessor’s cooperation is required. Notwithstanding the foregoing, Lessor acknowledges and agrees that Lessee may, at any time, and in Lessee’s sole discretion, cease operation of the Wastewater Treatment Plant on a temporary or permanent basis, so long as: (1) such cessation of operation will not materially adversely affect the operation, functionality or performance of the Building and (2) Lessee provides at least sixty (60) days’ prior written notice to Lessor. Notwithstanding the foregoing, Lessee shall be permitted to immediately cease operation of the Wastewater Treatment Plant if operation of the Wastewater Treatment Plant could result in health or safety concerns, harm or damage to persons or property, or otherwise violate any applicable laws, in which case Lessee shall provide Lessor with notice promptly following such cessation of operation. Lessor acknowledges that the Wastewater Treatment Plant could be adversely impacted by a change in use of any space in the Building (i.e., a use of the Building that was not in effect as of the Seventh Amendment Effective Date in which Lessor is using the Building for storage as of the Seventh Amendment Effective Date) (each, a “Changed Use”). Notwithstanding anything to the contrary contained in the Lease, as amended hereby, Lessor shall (i) provide Lessee with prior written notice of any Changed Use prior to such Changed Use going into effect so that Lessee can monitor any impacts on the Wastewater Treatment Plant and (ii) that certain Sewer Reimbursement Agreement be responsible for any costs incurred by Lessee in connection with any Changed Uses, including any costs for (the “Reimbursement Agreement”x) dated May 21Lessee to comply with applicable law, 2007 with the Township (the Development Agreement, Wastewater Construction Agreement y) additional utilities and the Reimbursement Agreement are hereinafter collectively referred to as the “Sewer Agreements”). Under the terms (z) increased monitoring and treatment of the Sewer Agreements, the Company has designed and constructed a community sewer system consisting of a Sequential Batch Reactor wastewater treatment plant and drip irrigation disposal system, together with associated collection and conveyance facilities (the “System”) and an expansion component (the “System Expansion”) on an approximately 12 acre parcel owned by the Township, and the Township has agreed to accept dedication of the System and the System Expansion. Sellers covenants and agrees to cause the Company to promptly initiate the dedication of the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense, on or prior to the Closing Date. Sellers’ hereby agree to indemnify and defend Buyer against and hold Buyer harmless from any and all claims, liabilities, losses, damages, costs and expenses, including, without limitation, all reasonable attorneys’ fees, fees of consultants and expert witnesses and court and arbitration costs asserted against or suffered by Buyer resulting from (i) Sellers’ failure to cause the Company to dedicate the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense or (ii) the Company’s breach of any covenant or obligation of the Company under the Sewer Agreements. This Section 20 shall survive the Closingwastewater.

Wastewater Treatment Plant. The Sellers have caused parties acknowledge that the Company Infrastructure Plan contemplates that the SFPUC will provide a new or upgraded wastewater treatment plant as needed to enter into meet the flow and treatment requirements of the Project projected for each Major Phase. The Authority shall use commercially reasonable efforts to negotiate a Memorandum of Understanding with the SFPUC (the "SFPUC MOU") that includes the following provisions, subject to approval of the SFPUC MOU by the SFPUC Commission, the Authority Board and, if required, the Board of Supervisors: (i) that certain Development Agreement dated May 9, 2007 by the terms upon which SFPUC will provide a new or upgraded wastewater treatment plant for which the SFPUC will be responsible for the financing and among Oxford Properties, LLC, the Company and BlackRock Realty Advisors Community Development Multifamily Equity Fund I, LLC (the “Development Agreement”), construction; (ii) a process for SFPUC to provide a service plan in response to each Major Phase Application, setting forth SFPUC’s planned upgrades or new improvements to the wastewater treatment operations for that Major Phase, as well as milestones during that Major Phase, such as target dates for planning, design, regulatory approvals and entitlements and permits necessary to meet the proposed service plan; (iii) a meet and confer process among the Authority, Master Developer and the SFPUC if the SFPUC fails to meet the milestones in the SFPUC MOU in order to discuss the applicable milestones and what actions may be needed to achieve the identified service upgrades; and (iv) a meet and confer process among the Authority, Master Developer and the SFPUC if at any time the SFPUC conditions its approval of any Subdivision Map or Building Permit application upon the completion of new or upgraded wastewater treatment facilities that are the responsibility of SFPUC under the PUC MOU, or if SFPUC comments as part of the Major Phase or Sub-Phase Application process that it will require such conditions, in order to develop a strategy to avoid or minimize any delays in issuance of any Subdivision Maps or Vertical Approvals resulting from the SFPUC’s failure to meet its obligations under the SFPUC MOU. A potential strategy could include providing Master Developer with certain Agreement rights to Construct Community Waste Water Collection, Treatment and Disposal Facilities in West Xxxxxxx Township undertake the development of the required wastewater treatment facilities (including the “Wastewater Construction Agreement”) dated May 21, 2007 with West Xxxxxxx Township, Xxxxxxx County, Pennsylvania (“Township”option of constructing separate facilities), and (ii) that certain Sewer Reimbursement Agreement (the “Reimbursement Agreement”) dated May 21on terms mutually agreed upon by Master Developer, 2007 with the Township (the Development Agreement, Wastewater Construction Agreement SFPUC and the Reimbursement Agreement are hereinafter collectively referred Authority. Authority and SFPUC’s failure to as execute the “Sewer Agreements”). Under the terms PUC MOU consistent with this Section 9.1 prior to submittal of the Sewer Agreementsfirst Major Phase Application, the Company has designed and constructed a community sewer system consisting of a Sequential Batch Reactor or SFPUC’s failure to meet its material obligations thereunder to construct wastewater treatment plant improvements in a timely manner, shall be grounds entitling Developer to submit a Requested Change Notice and drip irrigation disposal system, together with associated collection and conveyance facilities (invoke the “System”) and an expansion component (the “System Expansion”) on an approximately 12 acre parcel owned by the Township, and the Township has agreed to accept dedication procedures of the System and the System Expansion. Sellers covenants and agrees to cause the Company to promptly initiate the dedication of the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense, on or prior to the Closing Date. Sellers’ hereby agree to indemnify and defend Buyer against and hold Buyer harmless from any and all claims, liabilities, losses, damages, costs and expenses, including, without limitation, all reasonable attorneys’ fees, fees of consultants and expert witnesses and court and arbitration costs asserted against or suffered by Buyer resulting from (i) Sellers’ failure to cause the Company to dedicate the System to the Township and to satisfy all of the conditions to such dedication described in Section 9 of the Wastewater Construction Agreement, at Sellers’ expense or (ii) the Company’s breach of any covenant or obligation of the Company under the Sewer Agreements. This Section 20 shall survive the Closing3.8.2.