Memorandum of Lease (2003)Full Document 

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LEASE AGREEMENT FOR AVENTIS NORTHERN NJ BUILDING


MEMORANDUM OF LEASE

 

Prepared by:

Ted Zangari, Esq.

Sills Cummis Radin Tischman Epstein & Gross, PA.

One Riverfront Plaza

Newark, New Jersey 07102

 

(The Above Space for Recorder’s Use Only)

 

MEMORANDUM OF LEASE

 

THIS MEMORANDUM OF LEASE, made as of December 22, 2000, by and between BRIDGEWATER HINES DEVELOPMENT LLC whose address is c/o Hines Interests Limited Partnership, 885 Third Avenue, Suite 2700, New York, NY 10022 (“Landlord”) and AVENTIS PHARMACEUTICALS INC., whose address is Route 202-206, Post Office Box 6800, Bridgewater, New Jersey 08807-0800 (“Tenant”).

 

1. Landlord has leased to Tenant pursuant to the terms and conditions of an Agreement of Lease dated as of December     , 2000 (the “Lease”) a portion (the “Premises”) of that certain office building known as Bridgewater Crossing 1, to be constructed on that certain parcel of land (the “Land”) designated as Lot 4 in Block 552 on the Tax Map of Bridgewater Township, Somerset County, New Jersey, together with all easements and appurtenances thereto, and located at 200-400 Crossing Boulevard, Bridgewater, New Jersey, as described on Exhibit A-1 attached hereto.

 

2. The terms and conditions of the Lease are incorporated herein as though set forth in full, whereby Tenant may have and hold the Premises together with any and all rights, benefits, privileges and easements, now or hereafter appurtenant thereto, at the rental and upon the terms and conditions therein stated, for an initial term of approximately ten (10) years (the “Initial Term”).

 

3. Under the terms of the Lease, the Initial Term may be extended for two (2) separate and additional periods of five (5) years each after the expiration of the Initial Term (each such additional five-year period is hereinafter referred to as a “Renewal Term”). Each Renewal Term shall be subject to all the terms and conditions of the Lease as if the Initial Term originally included such Renewal Term.

 

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4. This Memorandum of Lease is executed for the purpose of recordation in order to give notice of all of the terms, provisions and conditions of the Lease (including, without limitation, provisions set forth therein regarding Tenant’s right to use [and to permit Tenant’s employees, agents and contractors to use] certain common areas of the Land [such as, without limitation, the parking facilities appurtenant to the said office building] as well as certain other common areas of the Land.

 

5. In addition to those terms referred to hereinabove, the Lease contains numerous other terms, covenants and conditions which likewise affect not only the Premises but also the Land, and notice is hereby given that reference should be had to the Lease directly with respect to the details of such terms, covenants and conditions. The Lease and exhibits thereto are hereby incorporated by reference in this Memorandum of Lease and the parties hereby ratify and confirm the Lease as if said Lease were being re-executed by them and recorded. In the event of any conflict between the provisions of this instrument and the Lease, the provisions of the Lease shall control.

 

6. Capitalized terms not defined herein shall have the same meaning as set forth in the Lease.

 

7. This Memorandum of Lease may be executed in counterparts, each of which shall be deemed an original and all of which shall he considered one and the same agreement.

 

IN WITNESS WHEREOF, the parties hereto have executed this Memorandum of Lease as of the day and year first above written.

 

       

LANDLORD:

WITNESS:      

BRIDGEWATER HINES DEVELOPMENT LLC

/s/ Renee Khan


     

By:

 

/s/ Tom (Illegible)


           

Name:

   
           

Title:

   

 

       

TENANT:

ATTEST:      

AVENTIS PHARMACEUTICALS INC.

 


     

By:

 

 


           

Name:

   
           

Title:

   

 

 

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IN WITNESS WHEREOF, the parties hereto have executed this Memorandum of Lease as of the day and year first above written.

 

       

LANDLORD:

WITNESS:      

BRIDGEWATER HINES DEVELOPMENT LLC

 


     

By:

 

 


           

Name:

   
           

Title:

   

 

       

TENANT:

ATTEST:      

AVENTIS PHARMACEUTICALS INC.

/s/ Owen K. Ball, Jr.


     

By:

 

/s/ Gerald P. Belle


           

Name: Gerald P. Belle

           

Title: President

 

 

 

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AGREEMENT OF LEASE

 

BRIDGEWATER HINES DEVELOPMENT LLC

 

as Landlord

 

- and -

 

AVENTIS PHARMACEUTICALS INC.

 

as Tenant

 

 

Premises:

  

BRIDGEWATER CROSSING 1

    

200 Crossing Boulevard

    

Bridgewater, New Jersey


TABLE OF CONTENTS

 

          Page

ARTICLE 1. DEFINITIONS

   1

ARTICLE 2. DEMISED PREMISES

   5

2.1.

  

Leasing of Demised Premises

   5

2.2.

  

Remeasurement of Demised Premises

   6

ARTICLE 3. USE

   6

3.1.

  

Permitted Use

   6

3.2.

  

Zoning, Etc.

   7

ARTICLE 4. TERM AND POSSESSION

   7

4.1.

  

Term

   7

4.2.

  

Late Delivery

   7

4.3.

  

Commencement Date Memorandum; Memorandum of Lease

   8

4.4.

  

Condition of Demised Premises

   8

ARTICLE 5. RENT

   8

5.1.

  

Net Base Rent

   8

5.2.

  

Additional Rent

   9

5.3.

  

Operating Expenses

   9

5.4.

  

Management Fee

   10

5.5.

  

Taxes

   11

5.6.

  

Tenant’s Proportionate Share

   12

5.7.

  

Occupancy Adjustment

   13

5.8.

  

Complex Allocation

   13

5.9.

  

Survival of Additional Rent Obligations

   14

5.10.

  

Time of Payment: Late Fee; Default Interest

   14

5.11.

  

Rent Tax

   15

5.12.

  

Landlord’s Remedies

   15

5.13.

  

Payment of Rent

   15
ARTICLE 6. LANDLORD’S BASE BUILDING WORK; TENANT IMPROVEMENTS AND EARLY ACCESS, MAINTENANCE AND REPAIRS    15

6.1.

  

Landlord’s Base Building Work

   15

6.2.

  

Tenant Improvements

   15

6.3.

  

Tenant’s Early Access

   16

6.4.

  

Maintenance and Repairs by Tenant

   16

6.5.

  

Maintenance and Repairs by Landlord

   17

6.6.

  

Landlord’s Warranty

   17

6.7.

  

Compliance with Laws; Americans with Disabilities Act of 1990

   17

6.8.

  

Cafeteria

   17

ARTICLE 7. ALTERATIONS BY TENANT AND TRADE FIXTURES

   18

7.1.

  

Alterations

   18

7.2.

  

No Liens

   18

7.3.

  

Labor Harmony

   19

7.4.

  

Expiration of Term

   19

 

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7.5.

  

Trade Fixtures

   19

ARTICLE 8. LANDLORD’S SERVICES

   19

8.1.

  

Landlord’s Services

   19

8.2.

  

Tenant’s Access

   22

8.3.

  

Tenant’s Security System

   22

8.4.

  

Intentionally Omitted

   22

8.5.

  

Building Management

   22

8.6.

  

Designated Providers of Certain Building Services

   22

8.7.

  

Service Providers for Tenant’s Systems

   22

ARTICLE 9. ELECTRICITY

   23

9.1.

  

Intentionally Omitted.

   23

9.2.

  

Electrical Usage

   23

9.3.

  

Tenant Electrical Installations

   23

ARTICLE 10. INTENTIONALLY OMITTED

  

23

ARTICLE 11. RIGHTS RESERVED TO LANDLORD

   23

11.1.

  

Reserved Rights

   23

ARTICLE 12. COVENANT OF QUIET ENJOYMENT

   24

12.1.

  

Quiet Enjoyment

   24

ARTICLE 13. WAIVER OF SUBROGATION, INDEMNIFICATION AND INSURANCE

   24

13.1.

  

Tenant’s Indemnity

   24

13.2.

  

Tenant’s Insurance

   24

13.3.

  

Landlord’s Indemnity

   25

13.4.

  

Landlord’s Insurance

   25

13.5.

  

Waiver of Subrogation

   26

13.6.

  

Limitations on Indemnities

   26

13.7.

  

Survival

   27

ARTICLE 14. MUTUAL RELEASES

   27

14.1.

  

Limitation of Liability of Landlord

   27

14.2.

  

Limitation on Liability of Tenant

   27

ARTICLE 15. CONDEMNATION

   28

15.1.

  

Waiver of Claims

   28

15.2.

  

Whole or Partial Condemnation

   28

ARTICLE 16. DAMAGE OR DESTRUCTION

   28

16.1.

  

Casualty

   28

16.2.

  

Waiver of Statutory Remedies

   29

16.3.

  

Governmental Approvals

   30

ARTICLE 17. SUBORDINATION

   30

17.1.

  

Subordination of Lease

   30

17.2.

  

Attornment

   30

17.3.

  

Acknowledgement by Tenant

   30

17.4

  

Non-Disturbance Protection

   30

ARTICLE 18. ASSIGNMENT AND SUBLETTING

   31

18.1.

  

Restrictions Upon Transfer

   31

18.2.

  

Landlord’s Consent Recapture

   32

18.3.

  

Approval of Sublease or Assignment Requiring Consent

   33

18.4

  

Transfers to Related/Successor Entities

   34

 

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18.5.

  

Continuing Liability

   35

18.6.

  

No Waiver

   35

18.7.

  

Intentionally Omitted

   36

18.8.

  

Restrictions upon Rental Arrangements

   36

18.9.

  

Intentionally Omitted

   36

18.10.

  

Further Subletting and Assignment

   36

ARTICLE 19. RULES AND REGULATIONS

   36

19.1.

  

Rules and Regulations

   36

ARTICLE 20. PERFORMANCE OF OTHER PARTY’S COVENANTS

   36

20.1.

  

Landlord’s Right to Perform

   36

20.2.

  

Tenant’s Right to Perform

   37

ARTICLE 21. AIR AND LIGHT

   37

21.1.

  

Air and Light Rights

   37

ARTICLE 22. NOTICES

   37

22.1.

  

Notices to Tenant

   37

22.2.

  

Notices to Landlord

   38

22.3.

  

Effectiveness of Notices

   39

ARTICLE 23. INTENTIONALLY OMITTED

   39

ARTICLE 24. EVENTS OF DEFAULT

   39

24.1

  

Matters Constituting a Default

   39

ARTICLE 25. RIGHTS OF LANDLORD UPON DEFAULT BY TENANT

   40

25.1.

  

Landlord’s Remedies

   40

25.2.

  

Remedies Cumulative

   42

25.3.

  

No Waiver

   42

25.4.

  

Payments to Landlord After Default

   42

25.5.

  

Tenant’s Waivers

   42

25.6

  

Mitigation of Damages

   43

ARTICLE 26. ACCESS

   43

26.1.

  

Landlord’s Entry

   43

ARTICLE 27. CUSTOM AND USAGE PRESUMPTION OF CONSTRUCTION

   44

27.1.

  

Enforcement of Lease Provisions

   44

27.2.

  

Presumption of Construction

   44

ARTICLE 28. SCOPE AND INTERPRETATION OF AGREEMENT

   44

28.1.

  

Sole Agreement: Governing Law

   44

ARTICLE 29. CAPTIONS

   44

29.1.

  

Captions

   44

ARTICLE 30. SEVERABILITY

   44

30.1.

  

Enforcement of Remaining Provisions

   44

ARTICLE 31. PARTIES, SUCCESSORS AND ASSIGNS

   44

31.1.

  

Definition Tenant

   44

31.2.

  

Definition of Landlord

   45

31.3.

  

Extent of Landlord’s Liability

   45

31.4.

  

Successors and Assigns

   45

31.5

  

No Personal Liability

   45

ARTICLE 32. PARKING PRIVILEGES

   45

32.1.

  

Parking Allocation

   45

 

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32.2.

  

Designation of Visitor Parking

   46

ARTICLE 33. SURRENDER OF DEMISED PREMISES

   46

33.1.

  

Tenant’s Obligations upon Surrender

   46

3.2

  

Holdover

   46

ARTICLE 34. BROKERS

   47

34.1.

  

Tenant’s Representation

   47

34.2.

  

Landlord’s Representation

   47

34.3.

  

Commissions

   47

ARTICLE 35. SIGNAGE AND FIXTURES

   47

35.1.

  

Signs

   47

35.2.

  

Tenant’s Equipment and Fixtures

   48

ARTICLE 36. FORCE MAJEURE

   49

36.1.

  

Effect of Excusable Delay

   49

ARTICLE 37. COMPLIANCE WITH ENVIRONMENTAL LAWS

   49

37.1.

  

Tenant’s Compliance

   49

37.2.

  

Obligations under ISRA

   49

37.3.

  

No Hazardous Substances

   49

37.4.

  

Indemnity for Environmental Matters

   50

37.5

  

Existing Environmental Conditions

   50

ARTICLE 38. ESTOPPEL CERTIFICATES

   50

38.1.

  

Delivery of Estoppel Certificates to Tenant

   50

38.2.

  

Delivery of Estoppel Certificates by Landlord

   50

ARTICLE 39. WAIVER OF JURY TRIAL

   51

39.1.

  

Waiver by Landlord and Tenant

   51

ARTICLE 40. TENANT’S ACCESS RIGHTS

   51

40.1

  

Roof Rights

   51

40.2

  

Conduit Rights

   51

40.3

  

Loading Dock Rights

   51

ARTICLE 41. SUBMISSION TO TENANT; LEASE COUNTERPARTS

   52

41.1.

  

Non-Binding Nature

   52

41.2.

  

Tenant’s Option to Renew

   52

ARTICLE 42. RENEWAL OPTION

   52

42.1.

  

Tenant’s Option to Review

   52

ARTICLE 43. SALE OF BUILDING

   53

43.1.

  

Sale of Building

   53

ARTICLE 44. LEASE GUARANTY

   54

44.1.

  

Lease Guaranty

   54

ARTICLE 45. ARBITRATION

   54

 

 

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AGREEMENT OF LEASE

 

THIS LEASE, made this 22nd day of December, 2000, by and between BRIDGEWATER HINES DEVELOPMENT LLC whose address is c/o Hines Interests Limited Partnership, 885 Third Avenue, Suite 2700, New York, New York 10022 (“Landlord”) and AVENTIS PHARMACEUTICALS INC., whose address is Route 202-206, Post Office Box 6800, Bridgewater, New Jersey 08807-0800 (“Tenant”).

 

ARTICLE 1. DEFINITIONS

 

For all purposes of this Lease and all agreements supplemental thereto or modifying this Lease, the following terms shall have the meanings herein specified:

 

“Additional Rent” shall mean all amounts payable by Tenant under this Lease, other than the payment of Net Base Rent, including without limitation, the Recurring Additional Rent Items set forth in Section 5.2 of this Lease.

 

“Adjacent Building” shall mean the office building known as Bridgewater Crossing II, to be constructed on the Land (other than the Property) at 400 Crossing Boulevard, Bridgewater, New Jersey.

 

“Affiliate” shall mean with respect to any person or entity any other person or entity that controls, is controlled by or under common control with the first such person or entity (with “control” meaning the ownership of more than fifty percent (50%) of the voting securities or equity interests of an entity or the power to otherwise direct an entity’s business affairs).

 

“Brokers” shall mean Landlord’s Broker and Tenant’s Broker.

 

“Building” shall mean the office building known as Bridgewater Crossing I to be constructed on the Land at 200 Crossing Boulevard, Bridgewater, New Jersey.

 

“Building Holidays” shall mean New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day, as each of said holidays are celebrated in the State of New Jersey. In addition to the above denominated days, holidays shall also include days prior or subsequent to the enumerated holidays such as the Friday after Thanksgiving; Friday, when Christmas falls on a Thursday; etc. In addition, if any holiday falls on a weekend and is celebrated by the State of New Jersey or Federal Government on a weekday, such weekday shall also be deemed a holiday hereunder.

 

“Business Hours” shall mean 7:00 am. to 6:00 p.m. on Mondays through Fridays and 9:00 am to 1:00 p.m. on Saturdays, excluding Building Holidays.

 

“Commencement Date” shall mean the earlier of (i) Substantial Completion of the Demised Premises or (ii) such earlier date as Tenant takes possession or commences use of the Demised Premises for any purpose, other than Tenant’s Early Access, as set forth in Section 6.3 hereof.

 

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“Common Area” or “Common Areas” shall mean the Interior Common Areas and the Exterior Common Areas.

 

“Complex” shall mean the Land, Common Areas and improvements thereon on which has been approved the development of a two (2) building office complex. In the event Landlord subdivides the Land following the execution of this Lease, then, at Landlord’s option, “Complex” shall have the same meaning as “Property.”

 

“Default” shall have the meaning given such term in Section 24.1 of this Lease.

 

“Default Rate” shall have the meaning given such term in Section 25.4 of this Lease.

 

“Demised Premises” shall mean all of the rentable area of the Building, which the Landlord and Tenant have agreed shall consist of approximately 297,379 rentable square feet of office space as shown on the floor plans of the Building annexed hereto as Exhibit “A” and made a part hereof, subject, however, to a confirmatory adjustment of such rentable square footage as provided in Section 2.2 below.

 

“Designated Provider” shall have the meaning given such term in Section 8.6 of this Lease.

 

“Excusable Delay” shall mean a delay actually caused by governmental action or lack thereof, shortages or unavailability of materials and/or supplies, labor disputes, strikes, slowdowns, job actions, picketing, secondary boycotts, fire or other casualty, delays in transportation, acts of God, requests of any governmental agencies or authorities, acts of declared or undeclared war, public disorder, riot or civil commotion, or by anything else beyond the reasonable control of Landlord (when applied to an obligation of Landlord) or of Tenant (when applied to an obligation of Tenant); provided, however, in order for a party to claim an Excusable Delay delayed the timely fulfillment of such party’s obligations hereunder, such party must provide notice to the other party within five (5) business days after discovering the Excusable Delay, which notice shall specify the delay and the anticipated impact on the fulfillment of such party’s obligations.

 

“Exterior Common Area” or Exterior Common Areas” shall mean all areas, structures, parking areas, access driveways, roadways, sidewalks, plazas, landscaped areas, traffic lights, storm drainage facilities, sanitary sewer, domestic and fire water systems, fire protection installations, electric power and telephone cables and lines and other utility connections, facilities and other improvements (above and below ground) including, without limitation, the helipad to be constructed by Landlord, which now exist or hereafter are constructed on the Complex for use in common by Landlord, Tenant and other tenants located in the Complex.

 

“Hazardous Substances” shall mean any “hazardous chemical,” “hazardous substance,” waste or similar term as defined, listed, regulated, classified or identified in the Comprehensive Environmental Responsibility Compensation and Liability Act, as amended (42 U.S.C. 9601, et seq.), the New Jersey Industrial Site Recovery Act, as amended (N.J.S.A. l3:lK-6 et seq.), the New Jersey Spill Compensation and Control Act, as amended (N.J.S.A. 58:l0-23.11b, et seq.), any rules or regulations promulgated thereunder, or in any other present or future applicable Federal, State or local law, rule, regulation or ordinance dealing with the protection of human

 

2


health and safety or the environment. “Hazardous Substances” shall include, without limitation, petroleum and petroleum-based products and waste or any mixture thereof.

 

“Interior Common Area” or “Interior Common Areas” shall mean those areas of the Building devoted to corridors, elevator foyers, rest rooms, mechanical rooms, janitorial closets, electrical and telephone closets, vending areas, and lobby areas (whether at ground level or otherwise), the property management office (consisting of not more than one thousand (l,000) rentable square feet), and other similar facilities provided for the common use or benefit of tenants generally and/or the public.

 

“Land” shall mean the parcel of land designated as Lot 4 in Block 552 on the Tax Map of Bridgewater Township, Somerset County, New Jersey, together with all easements and appurtenances thereto, and located at 200-400 Crossing Boulevard, Bridgewater, New Jersey, as described on Exhibit A-1 attached hereto. In the event Landlord subdivides the Land following the execution of this Lease, then, at Landlord’s option, “Land” shall mean only the subdivided portion thereof on which the Building is located. Any such subdivision of the Land shall be substantially as depicted on Exhibit A-2 attached hereto.

 

“Landlord’s Broker” shall mean Insignia/ESG.

 

“Landlord’s Base Building Work” shall have the meaning given such term in the Work Letter attached hereto as Exhibit “B”.

 

“Lease” or “this Lease” consists of this Agreement of Lease and Exhibits “A” through “G” attached hereto and made a part hereof.

 

“Lease Year” shall mean each calendar year during the Term hereof, subject to Section 5.6(a) hereof.

 

“Landlord’s Estimate” shall have the meaning given such term in Section 5.6 of this Lease.

 

“Legal Requirements” shall mean all federal, state and municipal laws, ordinances, rules, regulations, orders and recommendations issued by any governmental authority, permits or statements of occupancy, all requirements and recommendations of the Board of Fire Underwriters and any insurance organizations or associations and/or companies, and all covenants, conditions and restrictions of record (collectively, “Legal Requirements”). With respect to the covenants, conditions and restrictions of record as of the date hereof, Landlord agrees that it shall not amend or modify same (or cause same to be amended or modified), to the extent Landlord has discretion under applicable Legal Requirements, such that Tenant’s use or occupancy of the Demised Premises as provided in this Lease is materially and adversely impaired thereby or such that Tenant’s monetary obligations are increased thereby. In addition, Landlord agrees that it shall not enter into a future restriction of record, to the extent Landlord has discretion under applicable Legal Requirements, which would have the effect of materially and adversely impairing Tenant’s use or occupancy of the Demised Premises or which would have the effect of increasing Tenant’s monetary obligations hereunder.

 

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“Net Base Rent” shall mean the fixed rental payable pursuant to Section 5.1 of this Lease.

 

“Operating Expenses” shall have the meaning given such term in Section 5.3 of this Lease.

 

“Property” shall mean collectively the Land attributable to 200 Crossing Boulevard (initially, as depicted on Exhibit A-2 attached hereto) only, and the Building, the Interior Common Areas of the Building, the Exterior Common Areas thereon, and all other improvements now or hereafter located thereon.

 

“Qualified Appraiser” shall have the meaning given such term in Section 42.1 of this Lease.

 

“Recurring Additional Rent Items” shall have the meaning given such term in Section 5.2 of this Lease.

 

“Related Entity” shall have the meaning given such term in Section 18.4 of this Lease.

 

“Related Lease” shall mean that certain Agreement of Lease dated of even date herewith, by and between Landlord and Tenant for 400 Crossing Boulevard, Bridgewater, New Jersey.

 

“Rent” shall mean Net Base Rent and Additional Rent (including, without limitation, Recurring Additional Rent Items).

 

“Severe Excusable Delay” shall mean a delay actually caused by (i) any event of Excusable Delay caused by acts of God which hinders the performance of Landlord’s Base Building Work and/or the Tenant Improvements for more than thirty (30) days, (ii) any event of Excusable Delay caused by labor strikes, labor shortages, labor slowdowns, job actions, picketing or secondary boycotts which hinders the performance of Landlord’s Base Building Work and/or the Tenant Improvements for more than forty-five (45) days, or (iii) any other event of Excusable Delay (regardless of how long same hinders the performance of Landlord’s Base Building Work and/or the Tenant Improvements); provided, however, in order for Landlord to claim a Severe Excusable Delay delayed the timely fulfillment of Landlord’s obligations hereunder, Landlord must provide notice to Tenant within five (5) business days after discovering the Excusable Delay, which notice shall specify the delay and the anticipated impact on the fulfillment of Landlord’s obligations.

 

“Substantial Completion” shall mean the later of: (i) the date upon which Landlord’s Base Building Work and the Tenant Improvements are Substantially Completed in conformity with the Work Letter, and (ii) the date upon which Landlord has obtained a temporary or permanent certificate of occupancy (or local equivalent) in connection with such work. As used herein, “Substantially Completed” shall mean with respect to the Demised Premises when the Landlord’s Base Building Work and Tenant Improvements are substantially completed except for details or construction, decoration and mechanical adjustments which are minor in character, the non-completion of which will not interfere (other than to a de minimis extent) with Tenant’s occupancy of the Demised Premises for the Permitted Use.

 

4


“Successor Entity” shall have the inclining given such term in Section 18.4 of this Lease.

 

“Taxes” shall have the meaning given such term in Section 5.5 of this Lease.

 

“Tenant Delay” shall mean any act or omission of any nature by Tenant or Tenant’s Visitors which actually delays the Substantial Completion of Landlord’s Base Building Work or Tenant Improvements, actually delays the construction of any other improvements in the Building or Complex necessary for Tenant’s occupancy of the Demised Premises, or actually delays the issuance of a temporary or permanent certificate of occupancy for the Demised Premises including without limitation, any failure by Tenant to submit plans when due, any failure or delay by Tenant in supplying information or giving authorizations or approvals, any delays resulting from changes requested by Tenant to the Landlord’s Base Building Work or the Tenant Improvements; provided, however, in order for Landlord to claim a Tenant Delay delayed the Substantial Completion of Landlord’s Base Building Work or Tenant Improvements. Landlord must provide notice to Tenant within five (5) business days after discovering the Tenant Delay, which notice shall specify the delay and the anticipated impact on the Substantial Completion of Landlord’s Base Building Work or Tenant Improvements.

 

“Tenant Improvements” shall have the meaning set forth in the Work Letter attached hereto as Exhibit “B”.

 

“Tenant’s Allowance” shall have the meaning given such term in Section 6.2 of this Lease.

 

“Tenant’s Broker” shall mean The Staubach Company of New Jersey, LLC

 

“Tenant’s Proportionate Share” shall mean 100%.

 

“Tenant’s Visitors” shall mean persons invited by Tenant into the Demised Premises as guests or doing lawful business with Tenant including, without limitation, Tenant’s agents, servants, employees, contractors, invitees and licensees.

 

“Term”, sometimes also referred to as the “Lease Term”, shall mean the time period commencing on the Commencement Date and terminating on the Termination Date.

 

“Termination Date” shall mean the earlier to occur of (i) the last day of the month in which the eleventh (11th) anniversary of the Commencement Date occurs or (ii) the last day of the month in which the tenth (10th) anniversary of the “Stage III Commencement Date” under the Related Lease occurs, subject to extension pursuant to Section 33.2 hereof.

 

“Work Letter” shall mean the document which governs the Landlord’s Base Building Work and the Tenant Improvements referred to in Article 6 of this Lease and attached to this Lease as Exhibit “B”.

 

ARTICLE 2. DEMISED PREMISES

 

2.1. Leasing of Demised Premises. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, for the Term and upon the terms, conditions, covenants and

 

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agreements herein provided, the Demised Premises to be used by Tenant solely for those uses permitted under Article 3 hereof. Tenant and Tenant’s Visitors shall have the right to use, in common with Landlord and any other tenants of the Building, at no additional charge, the Common Areas and shall have the right to use, at no additional charge, on an exclusive basis, the parking spaces located on the Property, as more particularly described in Article 32.

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