Circuit City 2005 Annual Report Download - page 103

alterations made to the Demised Premises by Tenant, and (b) complying with all obligations of Tenant under Title I of
the ADA.
6. Environmental Matters . Landlord shall indemnify Tenant and hold Tenant harmless from and against any and
all expenses, losses and liabilities actually suffered by Tenant (with the exception of any and all consequential
damages, including but not limited to the loss of use of the Demised Premises, lost profits and loss of business, and
those expenses, losses, and liabilities arising from the negligence or willful act of Tenant or Tenant’s Affiliates) as a
result of a governmental authority having jurisdiction ordering a cleanup, removal or other remediation by Tenant of
any Hazardous Substances placed on, under or about the Demised Premises by Landlord. Notwithstanding the
foregoing, Landlord shall have the right to undertake and perform any studying, remedying, removing or disposing of,
or otherwise addressing, any Contamination which is the responsibility of Landlord hereunder and to control all
communications with regulatory or governmental agencies with respect thereto, and Tenant shall not perform such acts
and communications nor be entitled to any indemnification hereunder unless (w) Tenant is specifically required by
Environmental Laws to perform such acts, (x) Tenant notifies Landlord of such Contamination promptly after Tenant
has actual knowledge or reasonable belief of its existence, (y) Tenant promptly provides copies to Landlord of any
notices given or received by Tenant related to such Contamination and (z) Landlord has failed or refused to perform
such acts and communications after having been afforded reasonable written notice by Tenant and having had
reasonable opportunity to perform such acts and communications.
7. Landlord Insurance
. Landlord shall maintain at all times during the Term of this Lease, with such deductible as
Landlord in its sole judgment determines advisable, insurance on the “Special Form” or equivalent form on a
Replacement Cost Basis against loss or damage to the Building. Such insurance shall be in the amount of 100% of the
replacement value of the Building (excluding all fixtures and property required to be insured by Tenant under this
Lease). Landlord shall also maintain at all times during the Term commercial general liability insurance with limits at
least equal to the amount as Tenant is required to maintain pursuant to Section 8(a)(i) of this Lease.
8. Assignment of Landlord’s Warranties . Landlord grants to Tenant, until the expiration or earlier termination of
the Term, without recourse or warranty, a non-exclusive right during the Term to exercise Landlord’s rights under any
warranties obtained with respect to the heating, ventilation and air conditioning system, or any other portions of the
improvements within the Demised Premises required to be maintained or repaired by Tenant pursuant to this Lease.
9. Operating Expenses — Cap on Controllable Expenses . Beginning after the second (2nd) full calendar year
during the Primary Term, in the event that the amount of Operating Expenses for the Building attributable to all items
other than taxes, utilities, insurance (including any commercially reasonable deductibles), snow removal, management
fees and charges assessed against or attributed to the Building pursuant to any applicable declaration of protective
covenants (Operating Expenses attributable to all such other items being referred to collectively herein as “
Controllable
Expenses”) in any calendar year after such second (2nd) full calendar year exceeds the amount attributable to
Controllable Expenses for the Building during the immediately preceding calendar year by more than seven percent
(7%) (the “Cap”), then the amount attributable to Controllable Expenses for the Building, for purposes of determining
the amount of Tenant’s proportionate share of Operating Expenses only (as Tenant’s proportionate share may have
been adjusted to account for any changes in the size of the Demised Premises due to expansions or contractions), shall
be limited to the amount attributable to Controllable Expenses for the Building for the immediately preceding calendar
year multiplied by the sum of one hundred percent (100%) and the Cap. If the Building was not fully leased during
such immediately preceding calendar year, then Operating Expenses for the Building shall be “grossed -up” (as if the
Building had been fully leased for the entirety of such immediately preceding calendar year) on such basis as Landlord
may reasonably determine for purposes of determining the application of this Special Stipulation to the year in
question.
10. Lease Guaranty . Simultaneously with the execution of this Lease by Tenant, Tenant shall cause Systemax,
Inc. to execute and deliver to Landlord a Guaranty in the form attached hereto as Exhibit F and by this reference made
a part hereof.
11. Option to Purchase .
(a) Landlord hereby grants to Tenant the exclusive option and right (the “Purchase Option”) to purchase the
Building and related land containing approximately 40.9 acres (collectively, the
“
Premises
”
)
from Landlord upon the