Circuit City 2005 Annual Report Download - page 83

(e) Landlord hereby warrants to Tenant, which warranty shall survive for the one (1) year period following
the Lease Commencement Date, that (i) the materials and equipment furnished by Landlord’s contractors in the
completion of the Improvements will be of good quality and new, and (ii) such materials and equipment and the work
of such contractors shall be free from defects not inherent in the quality required or permitted hereunder. This warranty
shall exclude damages or defects caused by Tenant or Tenant’s Affiliates, improper or insufficient maintenance,
improper operation, and normal wear and tear under normal usage.
(f) For purposes of this Lease, the term “Substantial Completion” (or any variation thereof) shall mean
completion of construction of the Improvements in accordance with the Plans and Specifications, subject only to
Punchlist items established pursuant to Section 17(c), as established by the delivery by Landlord to Tenant of a
certificate of occupancy or its equivalent (or temporary certificate of occupancy or its equivalent) for the Demised
Premises issued by the appropriate governmental authority, if a certificate is so required by a governmental authority,
or if not so required or if unavailable because of unfinished work to be performed by Tenant, then by the delivery by
Landlord to Tenant of a Certificate of Substantial Completion for the Improvements on Standard AIA Form G-704
certified by Landlord’s architect. In the event Substantial Completion is delayed because of Tenant’s failure to approve
the Plans and Specifications as set forth in Section 17(a), by change orders requested by Tenant after approval of the
Plans and Specifications or by any other delay caused by Tenant or Tenant’s Affiliates, then for the purpose of
establishing the Lease Commencement Date and any other date tied to the date of Substantial Completion, Substantial
Completion shall be deemed to mean the date when Substantial Completion would have been achieved but for such
delay.
18. Tenant Alterations and Additions .
(a) Except for non-structural changes costing less than $25,000.00 individually, and $150,000.00 in the
aggregate over the Term, Tenant shall not make or permit to be made any alterations, improvements, or additions to the
Demised Premises (a “Tenant’s Change”), without first obtaining on each occasion Landlord’s prior written consent
(which consent Landlord agrees not to unreasonably withhold, condition or delay) and Lender’s prior written consent
(if such consent is required). As part of its approval process, Landlord may require that Tenant submit plans and
specifications to Landlord, for Landlord’s approval or disapproval, which approval shall not be unreasonably withheld.
All Tenant’
s Changes shall be performed in accordance with all legal requirements applicable thereto and in a good and
workmanlike manner with first-class materials. Tenant shall maintain insurance reasonably satisfactory to Landlord
during the construction of all Tenant’s Changes. If Landlord at the time of giving its approval to any Tenant’s Change
notifies Tenant in writing that approval is conditioned upon restoration, then Tenant shall, at its sole cost and expense
and at Landlord’s option upon the termination or expiration of this Lease, remove the same and restore the Demised
Premises to its condition prior to such Tenant’s Change. No Tenant’s Change shall be structural in nature or impair the
structural strength of the Building or reduce its value. Tenant shall pay the full cost of any Tenant’s Change and shall
give Landlord such reasonable security as may be requested by Landlord to insure payment of such cost. Except as
otherwise provided herein and in Section 12, all Tenant’s Changes and all repairs and all other property attached to or
installed on the Demised Premises by or on behalf of Tenant shall immediately upon completion or installation thereof
be and become part of the Demised Premises and the property of Landlord without payment therefor by Landlord and
shall be surrendered to Landlord upon the expiration or earlier termination of this Lease. Notwithstanding anything
herein to the contrary, the term “Tenant’s Change” shall not be construed to include the initial Improvements to be
constructed by Landlord pursuant to this Lease in accordance with Exhibit B hereto.
(b) To the extent permitted by law, all of Tenant’s contracts and subcontracts for such Tenant’s Changes
shall provide that no lien shall attach to or be claimed against the Demised Premises or any interest therein other than
Tenant’s leasehold interest in the Demised Premises, and that all subcontracts let thereunder shall contain the same
provision. Whether or not Tenant furnishes the foregoing, Tenant agrees to hold Landlord harmless from, and defend
against (with legal counsel acceptable to Landlord) all liens, claims and liabilities of every kind, nature and description
which may arise out of or in any way be connected with such work. Tenant shall not permit the Demised Premises to
become subject to any mechanics’, laborers’ or materialmen’
s lien on account of labor, material or services furnished to
Tenant or claimed to have been furnished to Tenant in connection with work of any character performed or claimed to
have been performed for the Demised Premises by, or at the direction or sufferance of Tenant and if any such liens are
filed against the Demised Premises, Tenant shall promptly discharge the same; provided , however , that Tenant shall
have the right to contest, in good faith and with reasonable diligence, the validity of any such lien or claimed lien if
Tenant shall give to Landlord, within fifteen days after demand, such security as may be reasonably satisfactory to