BY ENTERING
INTO POSSESSION OF THE PREMISES, DOES HEREBY, ACKNOWLEDGE THAT THEY SHALL BE THE
PARTY RESPONSIBLE, JOINTLY AND SEVERALLY WITH TENANT, UNDER THE PROVISIONS OF
THIS LEASE.
(V)
IN THE EVENT THAT TENANT IS NOT OBLIGATED TO COMPLY WITH ARTICLE
9(B)(III) FOR ANY REASON, INCLUDING WITHOUT LIMITATION INAPPLICABILITY OF ISRA
TO TENANT, THEN PRIOR TO THE EXPIRATION OR SOONER TERMINATION OF THIS LEASE OR
ANY SUBLETTING OF ANY PORTION OF THE PREMISES, TENANT SHALL, AT TENANT'S
EXPENSE, AND AT LANDLORD'S OPTION:
(A)
OBTAIN FROM THE NJDEP A "NON-APPLICABILITY LETTER" CONFIRMING THAT
THE PROPOSED TERMINATION, ASSIGNMENT OR SUBLETTING SHALL NOT BE SUBJECT TO THE
REQUIREMENTS OF ISRA.
ANY REPRESENTATION OR CERTIFICATION MADE BY TENANT IN
CONNECTION WITH THE NON-APPLICABILITY LETTER REQUEST SHALL CONSTITUTE A
REPRESENTATION AND WARRANTY BY TENANT IN FAVOR OF LANDLORD AND ANY
MISREPRESENTATION OR BREACH OF WARRANTY CONTAINED IN TENANT'S REQUEST SHALL
CONSTITUTE A DEFAULT UNDER THIS LEASE; PROVIDED, HOWEVER, IF A NON-APPLICABILITY
LETTER IS NOT
14
ISSUED DUE TO FACTORS RELATING SOLELY TO THE BUILDING OR PARTIES OTHER THAN
TENANT, THEN TENANT SHALL BE DEEMED TO HAVE COMPLIED WITH THIS PROVISION.
(B)
IF REASONABLY INDICATED BY A REPUTABLE ENVIRONMENTAL CONSULTANT
ENGAGED BY LANDLORD, AT LANDLORD'S EXPENSE, TENANT SHALL REMOVE "HAZARDOUS
WASTE" OR "HAZARDOUS WASTE" ATTRIBUTABLE TO TENANT'S OCCUPANCY AT THE PREMISES
IN A MANNER WHICH COMPLIES WITH NJDEP REQUIREMENTS UNDER ISRA, AT TENANT'S
EXPENSE, AS IF ISRA APPLIED TO TENANT AND/OR THE PREMISES.
(VI)
IN THE EVENT TENANT IS OBLIGATED, UNDER THIS ARTICLE OR OTHERWISE,
TO PERFORM AND/OR COOPERATE IN PERFORMING ANY ISRA OBLIGATIONS AND/OR OBTAIN
AND/OR COOPERATE IN OBTAINING ANY ISRA APPROVAL, BY WAY OF A NON-APPLICABILITY
LETTER, "NEGATIVE DECLARATION", THE PERFORMANCE OF AN APPROVED REMEDIAL ACTION
WORK PLAN, THE OBTAINING OF A NO FURTHER ACTION LETTER, THE PERFORMANCE UNDER A
REMEDIATION AGREEMENT AND/OR OTHERWISE (COLLECTIVELY THE "ISRA OBLIGATIONS")
AND, PRIOR TO FULLY PERFORMING SUCH ISRA OBLIGATIONS, THERE OCCURS THE SCHEDULED
EXPIRATION OF THE TERM OF THIS LEASE OR ANY OTHER TERMINATION OF THIS LEASE
(COLLECTIVELY, A "LEASE TERMINATION"); PROVIDED, HOWEVER, THAT TENANT SHALL HAVE
ANY RESPONSIBILITY SET FORTH HEREIN IN THE EVENT THAT AFOREMENTIONED IRSA
OBLIGATIONS ARISE FROM FACTORS RELATING SOLELY TO THE BUILDING OR PARTIES OTHER
THAN TENANT, IN WHICH CASE TENANT SHALL BE DEEMED TO HAVE COMPLIED WITH THIS
PROVISION.
(C)
ADDITIONAL TERMS.
IN THE EVENT OF TENANT'S FAILURE TO COMPLY IN
FULL WITH THIS ARTICLE, LANDLORD MAY, AFTER WRITTEN NOTICE TO TENANT AND
TENANT'S FAILURE TO CURE WITHIN FORTY-FIVE (45) DAYS OF ITS RECEIPT OF SUCH
NOTICE, AT LANDLORD'S OPTION, PERFORM ANY AND ALL OF TENANT'S OBLIGATIONS AS
AFORESAID AND ALL COSTS AND EXPENSES INCURRED BY LANDLORD IN THE EXERCISE OF
THIS RIGHT SHALL BE DEEMED TO BE ADDITIONAL RENT PAYABLE ON DEMAND AND WITH
INTEREST AT THE DEFAULT RATE.
THE PARTIES ACKNOWLEDGE AND AGREE THAT TENANT
SHALL NOT BE HELD RESPONSIBLE FOR ANY ENVIRONMENTAL ISSUE AT THE PREMISES UNLESS
SUCH ISSUE WAS CAUSED BY AN ACTION OR OMISSION OF TENANT OR ITS AGENTS,
EMPLOYEES, CONSULTANTS OR INVITEES.
THIS ARTICLE