Circuit City 1997 Annual Report Download - page 36

and increase in the estimated expenses as reflected by such supplemental estimate.
Tenant's failure to timely pay any of the charges in connection with the performance of its maintenance and repair obligations to be paid under
this Paragraph 13 shall constitute a material default under this Lease.
Landlord shall keep or cause to be kept separate and complete books of account covering costs and expenses incurred in connection with its
maintenance and repair of the Building and outside areas, which costs and expenses shall include, without limitation, the actual costs and
expenses incurred in connection with labor and material utilized in performance of the maintenance and repair obligations hereinafter
described, public liability, property damage and other forms of insurance which Landlord may or is required to maintain, reasonable reserves
for replacements and/or repairs of improvements to the outside areas, equipment and supplies, employment of such personnel as Landlord may
deem reasonably necessary, payment or provision for unemployment insurance, worker's compensation insurance and other employee costs,
depreciation of machinery and equipment used in connection with the maintenance of the outside areas, the cost of bookkeeping and
accounting services, a management fee to cover Landlord's management, overhead and administrative expenses, assessments which may be
levied against the Premises under any recorded covenants, conditions and restrictions, and any other items reasonable necessary from time to
time to properly repair, replace and maintain the outside areas and any interest paid in connection therewith. Landlord may elect to delegate its
duties hereunder to a professional property manager in which event all costs and expenses of such property management shall be included as
expenses to be reimbursed by Tenant hereunder.
Except as provided in PARAGRAPH 17, there shall be no abatement of rent and no liability of Landlord by reason of any injury to or
interference with Tenant's business arising from the making of any repair, alterations or improvements in or to any portion of the Project or the
Premises. Tenant hereby waives any and all rights to make repairs at the expense of Landlord under the provisions of Sections 1941 and 1942
of the California Civil Code or any similar statue now or hereafter enacted. LANDLORD SHALL USE ALL REASONABLE EFFORTS TO
MINIMIZE ANY DISRUPTION TO THE OPERATION OF TENANT'S BUSINESS WHILE MAKING SUCH REPAIRS, ALTERATIONS
OR IMPROVEMENTS AND, UNLESS IN AN EMERGENCY, SHALL SCHEDULE SAME OUTSIDE OF NORMAL BUSINESS HOURS
(ONLY IF STANDARD BILLING RATES APPLY FOR THE SERVICE OR TRADE PERFORMING SUCH WORK) AND UPON
TWENTY-FOUR (24) HOURS' WRITTEN NOTICE TO TENANT.
14. ALTERATIONS.
Tenant shall not make any alterations to the Premises, or to the Project, including any changes to the existing landscaping, without Landlord's
prior written consent WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD. NOTWITHSTANDING THE FOREGOING,
TENANT SHALL HAVE THE RIGHT TO (I) PAINT AND CARPET THE PREMISES, AND (II) UNDERTAKE OTHER NON-
STRUCTURAL ALTERATIONS COSTING LESS THAN $50,000, WITHOUT LANDLORD'S PRIOR WRITTEN CONSENT, BUT WITH
NOT LESS THAN THIRTY (30) DAYS PRIOR WRITTEN NOTICE TO LANDLORD. If Landlord gives its consent to such alterations,
Landlord may post notices in accordance with the laws of the state in which the Premises are located. Any alterations make shall remain on and
be surrendered with the Premises upon expiration of the Term, except that Landlord may, within 30 days before or 30 days after expiration of
the Term UNLESS TENANT, AT ITS SOLE AND EXPENSE, REMOVES SAME, AND RESTORES THE PREMISES TO ITS
CONDITION AS OF THE COMMENCEMENT DATE, REASONABLE WEAR AND TEAR EXCEPTED, OR UNLESS LANDLORD
NOTIFIES TENANT AS A CONDITION OF ITS CONSENT TO REMOVE ANY PARTICULAR IMPROVEMENT, OR PORTION
THEREOF, AND RESTORE THE PREMISES TO THE CONDITION IMMEDIATELY PRIOR TO THE INSTALLATION OF THE
PARTICULAR IMPROVEMENT.
Should Landlord consent in writing to Tenant's alteration of the Premise, Tenant shall contract with a contractor approved by Landlord for the
construction of such alterations, shall secure all appropriate governmental approvals and permits, and shall complete such alterations with due
diligence in compliance with plans and specifications approved by Landlord, and in compliance with all applicable laws, statutes and
regulations. All such construction shall be performed in a manner which will not interfere with the quiet enjoyment of other tenants of the
Project. Tenant shall pay all costs for such construction and shall keep the Premises and the Project free and clear of all mechanics' liens which
may result from construction by Tenant.
15. RELEASE AND INDEMNITY.
As material consideration to Landlord, Tenant agrees that Landlord, its agents, and its employees shall not be liable to Tenant, its agents,
employees, sublessee, invitees, licensees and other persons claiming under Tenant for; (i) any damage to any property entrusted to employees
of the Project, (ii) loss or damage to any property by theft or otherwise, (iii) consequential damages arising out of any loss of the use of the
Premises or any equipment or facilities therein; or (iv) any injury or damage to person or property resulting from fire, explosion, falling plaster,
steam, gas, electricity, water or rain which may leak from any part of the PREMISES from pipes, appliances or plumbing work therein or from
the roof, street, sub-surface or from any other place or resulting from dampness or any other cause whatsoever. Landlord or its agents shall not
be liable for interference with light or other incorporeal hereditaments, nor shall Landlord be liable for any latent defects in the Premises or the
Project. Tenant shall give prompt notice to Landlord in case of fire or accidents in the Premises or in the Project, and of defects therein or in the
fixtures or equipment located therein.
To the fullest extent permitted by law, Tenant agrees to indemnify, defect (with counsel reasonably satisfactory to Landlord) and hold harmless
Landlord, its agents, successors in interest with respect to the Building and their directors, officers, partners, employees, shareholders, agents
and representatives and the directors, officers, partners, employees, shareholders, agents and representatives of the partners of Landlord from
(i) all claims, actions, liabilities, and proceedings arising from Tenant's use of the Premises or the conduct of its business or from any activity,