CompUSA 2014 Annual Report Download - page 80

10.
Landlord's Repairs
. During the Lease Term and any extensions thereof, Landlord, at its sole cost and expense and without
pass through as an Operating Expense, shall keep, maintain and make repairs in good, tenantable condition and make all replacements to, the
structural soundness of the following: the roof (which does not include the roof membrane but does include matters covered by the Roof
Warranty defined in Paragraph 2), the foundation (including without limitation structural components of the floor slabs, with Tenant hereby
acknowledging that some immaterial cracks may occur that do not necessarily indicate a structural failure of the floor slab), exterior walls and all
structural portions of the Building, reasonable wear and tear and uninsured losses and damages caused by Tenant, its agents and contractors
excluded. The term "walls" as used in this Paragraph 10 shall not include windows, glass or plate glass, doors or overhead doors, special store
fronts, dock bumpers, dock plates or levelers, or office entries. Tenant shall promptly give Landlord written notice of any repair required by
Landlord pursuant to this Paragraph 10, after which Landlord shall have a reasonable opportunity to repair.
11.
Tenant's Repairs
. Landlord, at Tenant's expense as provided in Paragraph 6, shall maintain in good repair and condition the
parking areas and other common areas of the Building, including, but not limited to driveways, alleys, landscape and grounds surrounding the
Premises. Subject to Landlord's obligation in Paragraph 10 and subject to Paragraphs 9 and 15, Tenant, at its expense, shall repair, replace and
maintain in good condition all portions of the Premises and all areas, improvements and systems exclusively serving the Premises including,
without limitation, dock and loading areas, truck doors, plumbing, water and sewer lines up to points of common connection, fire sprinklers and
fire protection systems, entries, doors, ceilings, windows, interior walls, and the interior side of demising walls, and heating, ventilation and air
conditioning systems. Such repair and replacements include capital expenditures and repairs whose benefit may extend beyond the Term;
provided in all events Landlord shall complete such capital repairs and such capital expenditures shall be fully amortized in accordance with the
Formula (defined hereafter) and reimbursed to Landlord over the remainder of the Lease Term, without regard to any extension or renewal
option not then exercised. The "Formula" shall mean that number, the numerator of which shall be the number of months of the Lease Term
remaining after such capital expenditures, and the denominator of which shall be the amortization period (in months) equal to the useful life of
such repair or replacement multiplied by the cost of such capital expenditure or repair. Landlord shall pay for such capital expenditures and
repairs and Tenant shall reimburse Landlord for its amortized share of same (determined as hereinabove set forth) in equal monthly installments
in the same manner as the payment by Tenant to Landlord of the Operating Expenses. In the event Tenant extends the Lease Term either by way
of an option or negotiated extension, such reimbursement by Tenant shall continue as provided above until such amortization period has
expired. Heating, ventilation and air conditioning systems and other mechanical and building systems exclusively serving the Premises shall be
maintained at Tenant's expense pursuant to maintenance service contracts entered into by Tenant or, at Landlord's election, by Landlord, in
which case the costs of such contracts entered into by Landlord shall be included as an Operating Expense. The scope of services and
contractors under such maintenance contracts shall be reasonably approved by Landlord. If Tenant fails to perform any repair or replacement for
which it is responsible under this Lease thirty (30) days after receipt of written notice from Landlord, Landlord may perform such work using
commercially reasonable methods and at commercially reasonable rates and be reimbursed by Tenant within 30 days after demand therefor.
Subject to Paragraphs 9 and 15, Tenant shall bear the full cost of any repair or replacement to any part of the Building or Project that results from
damage caused by Tenant, its agents, contractors, or invitees.
Notwithstanding anything to the contrary herein, Tenant’
s repair and replacement obligations shall not be applicable to any
costs covered by the Roof Warranty, the Construction Warranty or any costs incurred by Landlord to correct latent defects in the initial
construction of the Building.
12.
Tenant-Made Alterations and Trade Fixtures.
Any alterations, additions, or improvements made by or on behalf of Tenant
to the Premises ("Tenant-Made Alterations"), which are interior, non-structural Tenant-
Made Alterations, the cost of which exceeds $50,000 in
each instance, shall be subject to Landlord's prior written consent, not to be unreasonably withheld, delayed or conditioned provided that such
alteration does not materially affect the structure or the roof of the Building, modify the exterior of the Building, or modify the utility or
mechanical systems of the Project. Tenant shall have the right to perform interior, non-structural Tenant-
Made Alterations, the cost of which
does not exceed $50,000 in each instance, without obtaining Landlord’s prior written consent, by providing a written notice of such Tenant-
Made Alterations to Landlord containing sufficient and complete information regarding such Tenant-
Made Alterations, provided that such
alteration does not materially affect the structure or the roof of the Building, modify the exterior of the Building, or modify the utility or
mechanical systems of the Building. Tenant shall not perform structural Tenant-Made Alterations without Landlord’
s prior written consent, not
to be unreasonably withheld, conditioned or delayed. Tenant shall cause, at its expense, all Tenant-
Made Alterations to comply with insurance
requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a
result of any Tenant-Made Alterations. All Tenant-
Made Alterations shall be constructed in a good and workmanlike manner by contractors
reasonably acceptable to Landlord and only good grades of materials shall be used. All plans and specifications for any Tenant-
Made
Alterations requiring Landlord’s consent shall be submitted to Landlord for its approval. Landlord may monitor construction of the Tenant-
Made Alterations. Tenant shall reimburse Landlord for its reasonable, out-of-
pocket costs in reviewing plans and specifications and in
monitoring construction. Landlord's right to review plans and specifications and to monitor construction shall be solely for its own benefit, and
Landlord shall have no duty to see that such plans and specifications or construction comply with applicable laws, codes, rules and regulations.
Where Landlord’s consent to Tenant-
Made Alterations is required, Tenant shall provide Landlord with the identities and mailing addresses of all
persons performing work or supplying materials, prior to beginning such construction, and Landlord may post on and about the Premises notices
of non-
responsibility pursuant to applicable law. Tenant shall furnish security or make other arrangements reasonably satisfactory to Landlord to
assure payment for the completion of all work projects estimated to exceed $250,000.00 in costs free and clear of liens and shall provide
certificates of insurance for worker's compensation and other coverage in amounts and from an insurance company reasonably satisfactory to
Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Tenant-
Made Alterations, Tenant shall deliver to Landlord sworn or notarized statements or affidavits setting forth the names of all contractors and
subcontractors who did work on the Tenant-
Made Alterations and final lien waivers from all subcontractors or a final affidavit of lien waiver
from the general contractor. Upon surrender of the Premises, all Tenant-
Made Alterations and any leasehold improvements constructed by
Landlord or Tenant shall remain on the Premises as Landlord's property, except to the extent Landlord requires removal at Tenant's expense of
any such items or Landlord and Tenant have otherwise agreed in writing in connection with Landlord's consent to any Tenant-
Made Alterations.
Tenant shall repair any damage caused by the removal of such Tenant-Made Alterations upon surrender of the Premises.