THE BUILDING LOCATED
THEREON) IN VIOLATION OF THE HAZARDOUS WASTE LAWS, AND (II) THE PREMISES DO NOT
(AND WILL NOT AS OF THE DATE OF SUBSTANTIAL COMPLETION) CONTAIN ANY HAZARDOUS
MATERIALS, EXCEPT AS MAY BE CONTAINED IN CUSTOMARY CLEANING SUPPLIES OR IN SUCH
OTHER SUPPLIES (E.G.
PAINT) THAT ARE NECESSARY FOR LANDLORD TO PERFORM ITS
OBLIGATIONS HEREUNDER IN VIOLATION OF THE HAZARDOUS WASTE LAWS.
IN THE EVENT
THAT ANY SUCH LEAK, SPILL, RELEASE, DISCHARGE, EMISSION OR DISPOSAL OF HAZARDOUS
MATERIALS SHALL OCCUR ON THE LOT OR (APART FROM DE MINIMIS AMOUNTS OF SUCH
MATERIALS USED FOR CLEANING AND MAINTENANCE PURPOSES OR IN CONNECTION WITH THE
OPERATION OF LOADING DOCKS) THE PARK, OR IF THE PREMISES CONTAIN ANY HAZARDOUS
MATERIALS UNRELATED TO THE ACTS, OMISSIONS OR MISCONDUCT OF TENANT, LANDLORD
SHALL PROMPTLY TAKE ANY AND ALL ACTIONS NECESSARY TO BRING THE PREMISES, THE
PARK AND/OR THE BUILDING (EXCLUDING ALL PORTIONS THEREOF LEASED OR LEASABLE TO
TENANTS) INTO COMPLIANCE WITH APPLICABLE LAW AND OTHER GOVERNMENTAL REQUIREMENTS
RELATING THERETO.
Landlord agrees to notify Tenant immediately upon discovery of any Hazardous
Materials on the Premises or in the Park and to indemnify, defend and hold
harmless Tenant and its officers, employees and agents from and against any
claims, judgments, damages, penalties, fines, costs, liabilities or loss
(including without limitation reasonable attorneys' fees) which arise during or
after the Term from or in connection with the presence or suspected presence of
Hazardous Materials on the Premises or in the Park caused directly by the
negligent acts or gross misconduct of Landlord.
In no event shall Landlord be
obligated to indemnify Tenant for any Hazardous Materials which arise, as a
result of the negligent acts or gross misconduct of Tenant, its officers,
employees, agents, contractors or licensees.
The covenants and indemnifications
set forth in this Section 5.1.8 shall survive the expiration or earlier
termination of this Lease;
5.1.9
TENANT'S COSTS - IN CASE TENANT SHALL, WITHOUT ANY FAULT ON ITS
PART, BE MADE PARTY TO ANY LITIGATION COMMENCED BY OR AGAINST LANDLORD OR BY OR
AGAINST ANY PARTIES IN POSSESSION OF THE PREMISES OR ANY PART THEREOF CLAIMING
UNDER LANDLORD, LANDLORD AGREES TO REIMBURSE TENANT FOR ALL REASONABLE COSTS,
INCLUDING WITHOUT IMPLIED LIMITATION, REASONABLE COUNSEL FEES, INCURRED BY OR
IMPOSED UPON TENANT IN CONNECTION WITH SUCH LITIGATION AND TO PAY ALL SUCH
REASONABLE COSTS AND FEES INCURRED IN CONNECTION WITH THE SUCCESSFUL ENFORCEMENT
BY TENANT OF ANY OBLIGATIONS OF LANDLORD UNDER THIS LEASE;
22
5.1.10
BUILDING OPERATIONS - THROUGHOUT THE TERM, LANDLORD AGREES THAT THE
BUILDING WILL BE MANAGED, OPERATED AND MAINTAINED, AND SERVICES PROVIDED IN
ACCORDANCE WITH COMPARABLE CLASS "A" OFFICE BUILDINGS IN THE BURLINGTON,
MASSACHUSETTS AREA; AND
5.1.11
TENANT'S TRADE FIXTURES - LANDLORD HEREBY WAIVES ANY RIGHT OR
INTEREST IN OR TO TENANT'S TRADE FIXTURES, NOT-PERMANENT INSTALLATIONS,
FURNITURE AND EQUIPMENT ("PERSONALTY"). LANDLORD AGREES TO EXECUTE ANY
CERTIFICATES REASONABLY NECESSARY TO EVIDENCE THE WAIVER OF ANY SUCH RIGHT OR
INTEREST.
TENANT MAY, FROM TIME TO TIME, IF TENANT IS NOT THEN IN DEFAULT
THEREUNDER