Exhibit 10.1
BEHRINGER HARVARD
TIC MANAGEMENT SERVICES LP,
ON BEHALF OF THE OWNERS OF THE
COLORADO BUILDING
("LANDLORD")
BEHRINGER HARVARD HOLDINGS LLC,
A DELAWARE LIMITED LIABILITY COMPANY
("TENANT")
SUITE 800
COLORADO BUILDING
WASHINGTON, D.C.
OFFICE LEASE
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TABLE OF CONTENTS
1.
BASIC LEASE
PROVISIONS..............................................4
2.
PROJECT.............................................................4
3.
TERM................................................................7
4.
RENT................................................................7
5. USE
&
OCCUPANCY.....................................................8
6.
SERVICES &
UTILITIES................................................9
7.
REPAIRS............................................................11
8.
ALTERATIONS........................................................11
9.
INSURANCE..........................................................12
10. DAMAGE OR
DESTRUCTION..............................................13
11.
INDEMNITY..........................................................14
12.
CONDEMNATION.......................................................15
13. TENANT
TRANSFERS...................................................15
14. LANDLORD
TRANSFERS.................................................17
15. DEFAULT
AND REMEDIES...............................................18
16. SECURITY
DEPOSIT...................................................20
17.
MISCELLANEOUS......................................................20
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INDEX OF DEFINED TERMS
Additional Insured
12
Late Charge
8
Affiliates
15
Lease
4
Alterations
11
Leasehold Improvements
6
Base Building
5
Liability Limit
5
Base Rent
4
Mechanical Systems
6
Base Year
4
Month
7
Billing Address
5
New Premises
20
Brokers
5
NLT
7
Building
4
Notice Addresses
4
Building Standard
6
Permitted Transferee
16
Building Structure
5
Premises
4
Business Hours
5
Project
5
Claims
14
Rent
8
Commencement Date
7
Repair Estimate
13
Common Areas
6
Scheduled Commencement Date 4
Construction Allowance
5
Scheduled Term
4
Date
4
Security Deposit
4
Default Rate
19
Standard Services
9
Design Problem
11
Successor Landlord
17
Encumbrance
17
Taking
15
Expiration Date
7
Telecommunication Services 10
Force Majeure
20
Tenant
4
Hazardous Materials
8
Tenant Default
18
Holdover
7
Tenant's Personal Property 6
Holidays
5
Tenant's Share
4
HVAC
9
Tenant's Wiring
10
Interruption Estimate
13
Term
7
Land
5
Transfer
15
Landlord
4
Use
4
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LEASE
Landlord and Tenant enter into this Lease ("Lease") as of the
Execution
Date on the following terms, covenants,
conditions and provisions:
1. BASIC
LEASE PROVISIONS
1.1
BASIC LEASE DEFINITIONS. In this Lease, the following defined
terms have the meanings indicated.
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(a)
Execution Date:
November 7, 2005.
(b)
Landlord:
BEHRINGER HARVARD TIC MANAGEMENT SERVICES LP, a Texas
limited partnership,
as agent for the owners
(c)
Tenant:
Behringer Harvard Holdings LLC, a Delaware Limited Liability
Company
(d)
Building:
COLORADO BUILDING
1341 G Street, N.W., Washington, D.C. 20005
deemed to contain: 127,600 rentable square feet ("RSF")
(e)
Premises:
Suite 800 (identified on Exhibit A), located on the 8th floor of
the Building and
deemed to contain: 11,131 RSF
(f)
Use:
General administrative non-governmental office use consistent with
that of a
first-class office building.
(g)
Scheduled Term:
6 months.
(h)
Scheduled Commencement
Date:
July 1, 2005.
(i)
Base Rent:
The following amounts payable in accordance with Article 4:
----------------------- ------------------------------
---------------------- ----------------------------
MONTHS
ANNUAL RATE PER RSF
ANNUAL BASE RENT
MONTHLY BASE RENT
----------------------- ------------------------------
---------------------- ----------------------------
1 - 6
$32.34
$360,000.00
$30,000.00
----------------------- ------------------------------
---------------------- ----------------------------
----------------------- ------------------------------
---------------------- ----------------------------
----------------------- ------------------------------
---------------------- ----------------------------
----------------------- ------------------------------
---------------------- ----------------------------
----------------------- ------------------------------
---------------------- ----------------------------
(j)
Tenant's Share:
n/a
(k)
Base Year:
n/a
(l)
Security Deposit:
n/a
(m)
Notice Address:
For each party, the following address(es):
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TO LANDLORD
TO TENANT
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Behringer Harvard TIC Management Services LP
Before the Commencement Date:
15601 Dallas Parkway
Behringer Harvard Holdings
Suite 600
15601 Dallas Parkway
Addison, Texas 75001
Suite 600
Attn: Mr. Terry Kennon
Addison, Texas 75001
Attn: Gerald Reihsen
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and a copy of notices of default to:
After the Commencement Date:
Trammell Crow Company
Behringer Harvard Holdings
1055 Thomas Jefferson Street, NW
15601 Dallas Parkway
Sixth Floor
Suite 600
Washington, D.C. 20007
Addison, Texas 75001
Attn: Property Manager, The Colorado Building
Attn: Gerald Reihsen
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--------------------------------------------------
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(n)
Billing Address:
For each party, the following address:
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For Landlord
For Tenant
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Behringer Harvard TIC Management Services LP 15601 Behringer
Harvard Holdings
Dallas Parkway
15601 Dallas Parkway
Suite 600
Suite 600
Addison, Texas 75001
Addison, Texas 75001
Attn: Mr. Terry Kennon
Attn: Gerald
Reihsen
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--------------------------------------------------
(o)
Brokers:
Landlord's Broker is n/a, whose rights to a commission shall be
provided by a
separate agreement with Landlord.
Tenant's Broker is n/a, whose rights to a commission shall be
provided by a
separate agreement with n/a.
(p)
Parking Allotment: 1 permit
per 1200 RSF of Premises.
(q)
Liability Limit:
n/a
(r)
Construction Allowance: n/a
(s)
Business Hours:
From 8:00 a.m. to 7:00 p.m. on Monday through Friday and from 9:00
a.m. to 1:00 p.m.
on Saturday, excepting: New Year's Day, Memorial Day, Independence
Day, Labor Day,
Thanksgiving Day, Christmas Day, President's Day, Columbus Day,
Veteran's Day, and
Martin Luther King Day ("Holidays").
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2.
PROJECT
2.1
PROJECT. The Land, Building, Common Areas and Premises (as
defined in ss.1 and below) are collectively
referred to as the "Project."
2.2
LAND. "Land" means the real property on which the Project,
Building and Common Areas are located, and
all other leaseholds, easements or
other interests owned by Landlord in
connection with the Project, Building or
Common Areas., whether Landlord's interest
in the Land is in fee or is a
leasehold. The Land is subject to expansion
or reduction after the Execution
Date.
2.3
BASE BUILDING. "Base Building" means Building Structure and
Mechanical Systems, collectively, defined
as follows:
(a)
BUILDING STRUCTURE. "Building Structure" means the foundations,
floor/ceiling slabs, roofs, exterior walls, exterior glass and
mullions, columns, beams, shafts (including elevator shafts),
stairs, stairwells, elevators, Building mechanical, electrical
and telephone closets, Common Areas, public areas, and any
other
structural components in the Building. The Building Structure
excludes the Leasehold Improvements (and similar improvements
to
other premises) and the Mechanical Systems.
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(b)
MECHANICAL SYSTEMS. "Mechanical Systems" means the mechanical,
electronic, physical or informational systems generally serving
the Building or Common Areas, including the sprinkler,
plumbing,
heating, ventilating, air conditioning, lighting,
communications, security, drainage, sewage, waste disposal,
vertical transportation, fire/life safety systems.
2.4
COMMON AREAS. Tenant will have a non-exclusive right to use the
Common Areas subject to the terms of this
Lease. "Common Areas" means those
interior and exterior common and public
areas on the Land and in the Building
(and appurtenant easements) designated by
Landlord for the non-exclusive use by
Tenant in common with Landlord, other
tenants and occupants, and their
employees, agents and invitees, including
any parking facilities serving the
Building that are owned or leased by
Landlord.
2.5
PREMISES. Landlord leases to Tenant the Premises subject to the
terms of this Lease. Except as provided
elsewhere in this Lease, by taking
possession of the Premises Tenant accepts
the Premises in its "as is" condition
and with all faults, and the Premises is
deemed in good order, condition, and
repair. The Premises includes the Leasehold
Improvements and excludes certain
areas, facilities and systems, as
follows:
(a)
LEASEHOLD IMPROVEMENTS. "Leasehold Improvements" means all
non-structural improvements in the Premises or exclusively
serving the Premises, and any structural improvements to the
Building made to accommodate Tenant's particular use of the
Premises. The Leasehold Improvements may exist in the Premises
as of the Execution Date, or be installed by Landlord or Tenant
under this Lease at the cost of either party. The Leasehold
Improvements include: (1) interior walls and partitions
(including those surrounding structural columns entirely or
partly within the Premises); (2) the interior one-half of walls
that separate the Premises from adjacent areas designated for
leasing; (3) the interior drywall on exterior structural walls,
and walls that separate the Premises from the Common Areas
(defined below); (4) stairways and stairwells connecting parts
of the Premises on different floors, except those required for
emergency exiting; (5) the frames, casements, doors, windows
and
openings installed in or on the improvements described in
(1-4),
or that provide entry/exit to/from the Premises; (6) all
hardware, fixtures, cabinetry, railings, paneling, woodwork and
finishes in the Premises or that are installed in or on the
improvements described in (1-5); (7) if any part of the
Premises
is on the ground
floor, the ground floor exterior windows
(including mullions, frames and glass); (8) integrated ceiling
systems (including grid, panels and lighting); (9) carpeting
and
other floor finishes; (10) kitchen, rest room, lavatory or
other
similar facilities that exclusively serve the Premises
(including plumbing fixtures, toilets, sinks and built-in
appliances); and (11) the sprinkler, plumbing, heating,
ventilating, air conditioning, lighting, communications,
security, drainage, sewage, waste disposal, vertical
transportation, fire/life safety, and other mechanical,
electronic, physical or informational systems that exclusively
serve the Premises, including the parts of each system that are
connected to the Mechanical Systems (defined below) from the
common point of distribution for each system to and throughout
the Premises.
(b)
EXCLUSIONS FROM THE PREMISES. The Premises does not include:
(1)
any areas above the finished ceiling or integrated ceiling
systems, or below the finished floor coverings that are not
part
of the Leasehold Improvements, (2) janitor's closets, (3)
stairways and stairwells to be used for emergency exiting or as
Common Areas, (4) rooms for Mechanical Systems or connection of
telecommunications equipment, (5) vertical transportation
shafts, (6) vertical or horizontal shafts, risers, chases,
flues
or ducts, and (7) any easements or rights to natural light, air
or view.
2.6
BUILDING STANDARD. "Building Standard" means the minimum or
exclusive type, brand, quality or quantity
of materials Landlord designates for
use in the Building from time to time.
2.7
TENANT'S PERSONAL PROPERTY. "Tenant's Personal Property" means
those trade fixtures, furnishings,
equipment, work product, inventory,
stock-in-trade and other personal property
of Tenant that are not permanently
affixed to the Project in a way that they
become a part of the Project and will
not, if removed, impair the value of the
Leasehold Improvements that Tenant is
required to deliver to Landlord at the end
of the Term under ss.3.3.
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3. TERM
3.1
TERM. "Term" means the period that begins on the Commencement
Date and ends on the Expiration Date,
subject to renewal, extension or earlier
termination as may be further provided in
this Lease. "Month" means a full
calendar month of the Term.
(a)
COMMENCEMENT DATE. The "Commencement Date" means the date that
is the earlier of:
(1)
The day that Tenant first conducts business in any part
of the Premises; or
(2)
The day that Landlord tenders the Premises to Tenant
with Landlord's Work substantially complete or that date
that Landlord would have tendered possession of the
Premises but for Tenant Delay. If Landlord fails to
tender possession of the Premises to Tenant by the
Scheduled Commencement Date due to Tenant Delay or Force
Majeure, Landlord will not be in default of this Lease.
(b)
EXPIRATION DATE. "Expiration Date" means the date that is the
last day of the Scheduled Term (plus that many additional days
required for the Expiration Date to be the last day of a
calendar month) after the later of:
(1)
The Scheduled Commencement Date, or
(2)
The Commencement Date.
(c)
EARLY OCCUPANCY. Tenant may not enter the Premises for any
purpose until Landlord tenders the Premises to Tenant. If
Tenant
conducts business in any part of the Premises before the
Scheduled Commencement Date, Base Rent for that period will be
paid by Tenant at the rate for the first Month that Base Rent
and Additional Rent is due and not discounted, excused or free.
(d)
CONFIRMATION OF TERM. Landlord shall notify Tenant of the
Commencement Date using a Notice of Lease Term ("NLT") in the
form attached to this Lease as Exhibit C. Tenant shall execute
and deliver to Landlord the NLT within 10 business days after
its receipt, but Tenant's failure to do so will not reduce
Tenant's obligations or Landlord's rights under this Lease.
3.2
HOLDOVER. If Tenant keeps possession of the Premises after the
end of the Term (a "Holdover") without
Landlord's prior written consent (which
may be withheld in its sole discretion),
then in addition to the remedies
available elsewhere under this Lease or by
Law, Tenant will be a tenant at
sufferance and must comply with all of
Tenant's obligations under this Lease,
except that during the Holdover Tenant will
pay 200% of the monthly Base Rent
and Additional Rent last payable under this
Lease, without prorating for any
partial month of Holdover. Tenant shall
indemnify and defend Landlord from and
against all claims and damages, both
consequential and direct, that Landlord
suffers due to Tenant's failure to return
possession of the Premises to Landlord
at the end of the Term. Landlord's deposit
of Tenant's Holdover payment will not
constitute Landlord's consent to a
Holdover, or create or renew any tenancy.
3.3
CONDITION ON EXPIRATION. By the end of the Term, Tenant will
return possession of the Premises to
Landlord vacant, free of Tenant's Personal
Property, in broom-clean condition, and
with all Leasehold Improvements in good
working order and repair (excepting
ordinary wear and tear), except that Tenant
will remove Tenant's Wiring and those
Leasehold Improvements and Alterations
that, when approved by Landlord, were
required to be removed at the end of the
Term. If Tenant fails to return possession
of the Premises to Landlord in this
condition, Tenant shall reimburse Landlord
for the costs incurred to put the
Premises in the condition required under
this ss.3.3, including Landlord's
standard administration fee. Tenant's
Personal Property left behind in the
Premises after the end of the Term will be
considered abandoned and Landlord may
move, store, retain or dispose of these
items at Tenant's cost, including
Landlord's standard administration fee.
4. RENT
4.1
BASE RENT. Tenant shall prepay 1 month's installment of Base
Rent by the Execution Date, to be applied
against Base Rent first due under this
Lease. During the Term, Tenant shall pay
all other Base Rent in advance, in
monthly installments, on the 1st of each
calendar month. Base Rent for any
partial month will be prorated.
4.2 ADDITIONAL RENT.
INTENTIONALLY DELETED
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4.3
OTHER TAXES. INTENTIONALLY DELETED
4.4
TERMS OF PAYMENT. "Rent" means all amounts payable by Tenant
under this Lease and the Exhibits,
including Base Rent. If a time for payment of
an item of Rent is not specified in this
Lease, then Tenant will pay Rent within
30 days after receipt of Landlord's
statement or invoice. Unless otherwise
provided in this Lease, Tenant shall pay
Rent without notice, demand, deduction,
abatement or setoff, in lawful U.S.
currency, at Landlord's Billing Address.
Landlord will send invoices payable by
Tenant to Tenant's Billing Address;
however, neither Landlord's failure to send
an invoice nor Tenant's failure to
receive an invoice for Base Rent (and
installments of Estimated Additional Rent)
will relieve Tenant of its obligation to
timely pay Base Rent (and installments
of Estimated Additional Rent). Each partial
payment by Tenant shall be deemed a
payment on account; and, no endorsement or
statement on any check or any
accompanying letter shall constitute an
accord and satisfaction, or affect
Landlord's right to collect the full amount
due. No payment by Tenant to
Landlord will be deemed to extend the Term
or render any notice, pending suit or
judgment ineffective. By notice to the
other, each party may change its Billing
Address.
4.5
LATE PAYMENT. If Landlord does not receive all or part of any
item of Rent when due, then Tenant shall
pay Landlord a "Late Charge" of 5% of
the overdue amount. Tenant agrees that the
Late Charge is not a penalty, and
will compensate Landlord for costs not
contemplated under this Lease that are
impracticable or extremely difficult to
fix. Landlord's acceptance of a Late
Charge does not waive Tenant's default.
5. USE &
OCCUPANCY
5.1
USE. Tenant shall use and occupy the Premises only for the Use.
Landlord does not represent or warrant that
the Project is suitable for the
conduct of Tenant's particular
business.
5.2
COMPLIANCE WITH LAWS AND DIRECTIVES.
(a)
TENANT'S COMPLIANCE. Subject to the remaining terms of this
Lease, Tenant shall comply at Tenant's expense with all
directives of Landlord's insurers or laws concerning:
(1)
The Leasehold Improvements and Alterations,
(2)
Tenant's use or occupancy of the Premises,
(3)
Tenant's employer/employee obligations,
(4) A condition created by
Tenant,
(5)
Tenant's failure to comply with this Lease or its
invitees,
(6)
The negligence of Tenant, the Tenant Parties, or
Tenant's Affiliates or contractors, or
(7)
Any chemical wastes, contaminants, pollutants or
substances that are hazardous, toxic, infectious,
flammable or dangerous, or regulated by any local, state
or federal statute, rule, regulation or ordinance for
the protection of health or the environment ("Hazardous
Materials") that are introduced to the Project, handled
or disposed by
Tenant or its Affiliates, or any of their
contractors.
(b)
LANDLORD'S COMPLIANCE. Subject to the remaining terms of this
Lease, Landlord shall comply at Landlord's cost with all
directives of Landlord's insurers or laws concerning the
Project
other than those that are Tenant's obligation under subsection
(a). The costs of compliance under this subsection (b) will be
included in Expenses to the extent allowed under ss.4.2.
5.3
OCCUPANCY. Tenant shall not interfere with Building services or
other tenants' rights to quietly enjoy
their respective premises or the Common
Areas. Tenant shall not make or continue
any nuisance, including any
objectionable odor, noise, fire hazard,
vibration, or wireless or
electromagnetic transmission. Tenant's will
not maintain any Leasehold
Improvements or use the Premises in a way
that increases the cost of insurance
required under ss.9.2, or requires
insurance in addition to the coverage
required under ss.9.2.
5.4
PROHIBITED PERSONS AND TRANSACTIONS. Tenant represents and
warrants to Landlord that (a) Tenant is
currently in compliance with and shall
at all times during the Scheduled Term
(including any extension thereof) remain
in compliance with the regulations of the
Office of Foreign Asset Control
("OFAC") of the Department of the Treasury
(including those named on the OFAC's
Specially Designated and Blocked Persons
List)
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and any statute, executive order (including
the September 24, 2001, Executive
Order No. 13224 Blocking Property and
Prohibiting Transactions with Persons Who
Commit, Threaten to Commit or Support
Terrorism (the "Executive Order")), or
other governmental action relating thereto;
and (b) Tenant is not, and will not
be, a person with whom Landlord is
restricted from doing business under the
Uniting and Strengthening America by
Providing Appropriate Tools Required to
Intercept and Obstruct Terrorism Act of
2001 (USA Patriot Act), H. R. 3152,
Public Law 107-56 and the Executive Order
and the regulations promulgated
thereunder and including persons and
entities named on the OFAC Specially
Designated Nations and Blocked Persons
List.
6. SERVICES
& UTILITIES
6.1
STANDARD SERVICES.
(a)
STANDARD SERVICES DEFINED. "Standard Services" means:
(1)
Heating, ventilation and air-conditioning ("HVAC")
during
Business Hours as reasonably required to
comfortably use and occupy the Premises and interior
Common Areas;
(2)
Tempered water from the public utility for use in Common
Areas rest rooms;
(3)
Janitorial services to the Premises and interior Common
Areas 5 days a week, except Holidays, to the extent
reasonably determined by Landlord;
(4)
Access to the Premises (by at least 1 passenger elevator
if not on the ground floor);
(5)
Building standard bulbs are provided to Tenant,
specialty bulbs will be billed to Tenant;
(6)
Labor to replace fluorescent tubes and ballasts in
Building Standard light fixtures in the Premises; and
(7)
Electricity from Landlord's selected provider(s) for
Common Areas lighting, Building Standard light fixtures
in the Premises and to convenience outlets in the
Premises for the operation of customary quantities and
types of office equipment, however, the connected load
does not exceed two and one-half (2.5) watts per
rentable square foot of the Premises during Business
Hours on an annual basis.
(b)
STANDARD SERVICES PROVIDED. During the Term, Landlord provides
the Standard Services to Tenant. The cost of the Standard
Services is included in Expenses. Landlord is not responsible
for any inability to provide Standard Services due to either:
the concentration of personnel or equipment in the Premises; or
Tenant's use of equipment in the Premises that is not customary
office equipment, has special cooling requirements, or
generates
heat.
6.2
ADDITIONAL SERVICES. Unless Tenant obtains Landlord's prior
written consent, Tenant will not use
utilities or services in excess of the
Standard Services. If Landlord so consents,
Landlord may provide utilities and
services in excess of the Standard Services
subject to the following however, if
Tenant shall fail to pay for such
Additional Services, in addition to Landlord's
other remedies under the Lease, Landlord
may discontinue the Additional
Services:
(a)
HVAC. If Tenant requests HVAC service to the Premises during
non-Business Hours, Tenant will give Landlord at least 24 hour
notice of same, and Tenant will pay as Rent Landlord's
scheduled
rate for this service.
(b)
LIGHTING. Landlord will furnish both Building Standard and
non-Building Standard lamps, bulbs, ballasts and starters that
are part of the Leasehold Improvements for purchase by Tenant
at
Landlord's cost, plus Landlord's standard administration fee.
Landlord will install non-Building Standard items at Landlord's
scheduled rate for this service.
(c)
OTHER UTILITIES AND SERVICES. Tenant will pay as Rent the
actual
cost of utilities or services (other than HVAC and lighting
addressed in (a) and (b)) either used by Tenant or provided at
Tenant's request in excess of that provided as part of the
Standard Services, plus Landlord's standard administration fee.
Tenant's excess consumption may be estimated by Landlord unless
either Landlord requires or Tenant elects to install Building
Standard meters to measure Tenant's consumption.
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(d)
ADDITIONAL SYSTEMS AND METERING. Landlord may require Tenant,
at
Tenant's expense, to upgrade or modify existing Mechanical
Systems serving the Premises or the Leasehold Improvements to
the extent necessary to meet Tenant's excess requirements
(including installation of Building Standard meters to measure
the same).
6.3
ALTERNATE ELECTRICAL BILLING. Landlord may elect at any time
during the Term after the Base Year, and
continuing for the remainder of the
Term, to separately meter Tenant's total
consumption of electricity in the
Premises, including lighting and
convenience outlets. If Landlord so elects,
then Landlord shall notify Tenant of such
election and in lieu of including
consumption of electricity of tenanted
premises in Expenses, Tenant shall pay to
Landlord as Rent the actual cost of
Tenant's electricity consumption to the
extent that it exceeds Tenant's
Proportional Share of the consumption of
electricity of tenanted premises in the
Base Year (as reasonably estimated by
Landlord if this consumption was not then
separately metered), plus Landlord's
standard administration fee.
6.4
TELECOMMUNICATIONS SERVICES. Tenant will contract directly with
third party providers and will be solely
responsible for paying for all
telephone, data transmission, video and
other telecommunication services
("Telecommunication Services") subject to
the following:
(a)
PROVIDERS. Each Telecommunications Services provider that does
not already provide service to the Building shall be subject to
Landlord's approval, which Landlord may withhold in Landlord's
sole discretion. Without liability to Tenant, the license of
any
Telecommunications Services provider servicing the Building may
be terminated under the terms of the license, or not renewed
upon the expiration of the license.
(b)
TENANT'S WIRING. Landlord may, in its sole discretion,
designate
the location of all wires, cables, fibers, equipment, and
connections ("Tenant's Wiring") for Tenant's Telecommunications
Services, restrict and control access to telephone cabinets and
rooms. Tenant may not use or access the Base Building, Common
Areas or roof for Tenant's Wiring without Landlord's prior
written consent, which Landlord may withhold in Landlord's sole
discretion, or for which Landlord may charge a fee determined
by
Landlord.
(c)
This ss.6.4 is solely
for Tenant's benefit, and no one else
shall be considered a third party beneficiary of these
provisions.
6.5
INTERRUPTION OF SERVICES.
(a)
Without breaching the Lease, Landlord may:
(1)
Comply with laws or voluntary government or industry
guidelines concerning the services to be provided by
Landlord or obtained by Tenant under this Article 6;
(2)
Interrupt, limit or discontinue the services to be
provided by Landlord or obtained by Tenant under this
Article 6 as may be reasonably required during an
emergency or Force Majeure event; or
(3)
If Landlord gives Tenant reasonable prior notice and
uses commercially reasonable efforts not to disturb
Tenant's use of the Premises for the Use, interrupt,
limit or discontinue the services to be provided by
Landlord or obtained by Tenant under this Article 6 to
repair and maintain the Project under ss.7.2, or make
any improvements or changes to the Project.
(b)
ABATEMENT FOR INTERRUPTION OF STANDARD SERVICES. If all or a
part of the Premises is untenantable because of an interruption
in a utility service that prevents Landlord from providing any
of the Standard Services for more than (7) seven consecutive
days, then from the 8th consecutive day of interruption until
the Standard Services are restored, Landlord shall abate
Tenant's
Base Rent and Additional Rent, subject to the
following:
(1)
Landlord will only abate Base Rent and Additional Rent
to the extent the Premises are untenantable and not
actual