THE EXPIRATION OR
EARLIER TERMINATION OF THIS LEASE IN THE "DELIVERY CONDITION" (AS SUCH TERM IS
DEFINED ON EXHIBIT D ANNEXED HERETO).
TENANT SHALL NOT COMMIT OR SUFFER TO BE
COMMITTED ANY WASTE UPON OR ABOUT THE PREMISES, AND SHALL PROMPTLY AT ITS COST
AND EXPENSE, MAKE ALL NECESSARY REPLACEMENTS, RESTORATIONS, RENEWALS AND REPAIRS
TO THE PREMISES AND APPURTENANCES THERETO, WHETHER INTERIOR OR EXTERIOR, FACADE,
STRUCTURAL OR NONSTRUCTURAL, ORDINARY OR EXTRAORDINARY, AND FORESEEN OR
UNFORESEEN, REASONABLE WEAR AND TEAR EXCEPTED.
REPAIRS, RESTORATIONS, RENEWALS
AND REPLACEMENTS SHALL BE, TO THE EXTENT POSSIBLE, AT LEAST EQUIVALENT IN
QUALITY, AT TENANT'S ELECTION, TO EITHER (I) THE ORIGINAL WORK OR (II) CURRENT
FIRST CLASS STANDARDS OF THE PROPERTY REPLACED, AS THE CASE MAY BE.
TENANT
SHALL NOT MAKE ANY CLAIM OR DEMAND UPON OR BRING ANY ACTION AGAINST THE LANDLORD
FOR ANY LOSS, COST, INJURY, DAMAGE OR OTHER EXPENSE CAUSED BY ANY FAILURE OR
DEFECT, STRUCTURAL OR NONSTRUCTURAL, OF THE PREMISES OR ANY PART THEREOF.
(B)
LANDLORD SHALL NOT UNDER ANY CIRCUMSTANCES BE REQUIRED TO BUILD ANY
IMPROVEMENTS ON THE PREMISES, OR TO MAKE ANY REPAIRS, REPLACEMENTS, ALTERATIONS
OR RENEWALS OF ANY NATURE OR DESCRIPTION TO THE PREMISES, WHETHER INTERIOR OR
EXTERIOR, ORDINARY OR EXTRAORDINARY, STRUCTURAL OR NONSTRUCTURAL, FORESEEN OR
UNFORESEEN, OR, EXCEPT AS PROVIDED IN SECTION 6(C) BELOW, TO MAKE ANY
EXPENDITURE WHATSOEVER IN CONNECTION WITH THIS LEASE OR TO INSPECT OR MAINTAIN
THE PREMISES IN ANY WAY.
TENANT HEREBY WAIVES THE RIGHT TO MAKE REPAIRS,
REPLACEMENTS, RENEWALS OR RESTORATIONS AT THE EXPENSE OF LANDLORD PURSUANT TO
ANY LAWS.
(C)
WITH RESPECT TO CAPITAL EXPENDITURES RELATING TO (I) THE FAÇADE OF THE
PREMISES (EXCLUSIVE OF THE WINDOWS) OR (II) THE STRUCTURE OF THE PREMISES, WHICH
ARE REASONABLY REQUIRED TO MAINTAIN THE PREMISES OR ARE REQUIRED TO COMPLY WITH
PRESENT OR FUTURE LAWS OF PUBLIC AUTHORITIES IN RESPECT OF THE PREMISES AND
WHICH DO NOT ARISE OUT OF TENANT'S OCCUPANCY OF THE PREMISES (AS OPPOSED TO THE
MERE OCCUPANCY OF THE PREMISES BY A TENANT) OR THE NEGLIGENCE OR WILLFUL
MISCONDUCT OF TENANT, TENANT'S EMPLOYEES OR CONTRACTORS, THE COST THEREOF
INCURRED BY TENANT AND REASONABLY APPROVED BY LANDLORD SHALL BE SHARED BETWEEN
LANDLORD AND TENANT WITH TENANT'S SHARE OF SUCH CAPITAL EXPENDITURE BEING EQUAL
TO THE PRODUCT OF (A) THE COST OF SUCH CAPITAL EXPENDITURE MULTIPLIED BY (B) A
FRACTION, THE NUMERATOR OF WHICH IS THE REMAINING TERM OF THIS LEASE AND THE
DENOMINATOR OF WHICH IS THE USEFUL LIFE OF THE ITEM WHICH IS THE SUBJECT OF SUCH
CAPITAL EXPENDITURE, AND THE BALANCE OF THE COST OF SUCH CAPITAL EXPENDITURE
BEING PAID BY LANDLORD.
IN THE EVENT OF ANY SUCH CAPITAL EXPENDITURE IN EXCESS
OF ONE HUNDRED THOUSAND DOLLARS ($100,000.00), TENANT SHALL BID THE WORK TO AT
LEAST THREE (3) QUALIFIED, REPUTABLE CONTRACTORS REASONABLY SATISFACTORY TO
LANDLORD, AND THEN THE LOWEST ACCEPTABLE BID SHALL BE PRESUMPTIVELY DEEMED TO BE
REASONABLE.
WITH RESPECT TO ANY CAPITAL EXPENDITURES RELATING TO (I) THE FAÇADE
OF THE PREMISES (EXCLUSIVE OF THE WINDOWS) OR (II) THE STRUCTURE OF