1.1 |
DEFINITIONS
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Address for Rent Payments:
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Fairlane Columbia, LLC
P.O. Box 844033
Boston, MA 02284-4033
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Tenant’s Address:
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Prior to Commencement Date: 1040 First Ave.# 361, New York, NY 10022
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As of Commencement Date: 1035 Cambridge Street, Suite 18A, Cambridge, MA 02141
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1.2 |
EXTENT OF AGREEMENT
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2.1 |
LEASED PREMISES
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2.2 |
APPURTENANT RIGHTS AND OBLIGATIONS
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3.1 |
RENT
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3.2 |
LATE RECEIPT OF RENT
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4.1
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CONDITION OF PREMISES
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5.1 |
PERMITTED USE OF PREMISES
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5.2 |
ALTERATIONS BY TENANT
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6.1
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PROHIBITION AGAINST ASSIGNMENT AND SUBLETTING
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7.1 |
LANDLORD’S REPAIRS AND MAINTENANCE
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7.2 |
TENANT’S REPAIR AND MAINTENANCE
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7.3 |
TENANT’S EQUIPMENT
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7.4 |
UTILITIES AND BUILDING SERVICES
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(a) |
UTILITIES.
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8.1 |
REAL ESTATE TAX PAYMENTS
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8.2 |
ABATEMENT
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8.3 |
ESTIMATED REAL ESTATE TAX PAYMENTS
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9.1 |
CONDOMINIUM FEE PAYMENTS
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9.2 |
CONDOMINIUM FEES
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9.3 |
ESTIMATED CONDOMINIUM FEE PAYMENTS
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10.1 |
TENANT’S AND LANDLORD’S INDEMNITY
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10.2 |
TENANT’S INSURANCE
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10.3 |
TENANT’S RISK
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10.4 |
INJURY CAUSED BY THIRD PARTIES
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11.1
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LANDLORD’S RIGHT OF ACCESS
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12.1 |
ABATEMENT OF RENT
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12.2 |
RIGHT TO TERMlNATE
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12.3 |
RESTORATION
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12.4 |
AWARD
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13.1 |
TENANT’S DEFAULT
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(a) |
If during the Term of this Lease any of the following events shall occur:
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13.2 |
LANDLORD’S DEFAULT
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14.1 |
WAIVER
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14.2 |
COVENANT OF QUIET ENJOYMENT
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14.3 |
LANDLORD’S LIABILITY
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14.4 |
TRANSFER OF TITLE
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14.5 |
RULES AND REGULATIONS
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14.6 |
ADDITIONAL CHARGES
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14.7 |
SEVERABILITY
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14.8 |
BINDING NATURE
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14.9 |
NOTICES
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14.10 |
COMPLETE AGREEMENT AND AMENDMENT
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14.11 |
SUBORDINATION
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14.12 |
ESTOPPEL CERTIFICATES
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14.13 |
LANDLORD’S RIGHT TO CURE DEFAULTS
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14.14 |
HOLDOVER
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14.15 |
WAIVER OF SUBROGATION
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14.16 |
YIELD UP
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14.17 |
BROKERAGE
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14.18 |
CONSTRUCTION
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14.19 |
INTENTIONALLY DELETED
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14.20 |
SECURITY DEPOSIT
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14.21 |
PARTIAL INVALIDITY
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14.22 |
GOVERNING LAW
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14.23 |
FINANCIAL STATEMENTS
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14.24 |
SATELLITE DISH/ANTENNA
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14.25 |
COMPLIANCE WITH CONDOMINIUM DOCUMENTS
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14.26 |
SUBMISSION NOT OFFER OR OPTION
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14.27 |
AUTHORITY AND ORGANIZATION OF TENANT
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14.28 |
NO RECORDING
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14.29 |
ADDENDUM
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14.30 |
TENANT’S APPROVALS
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14.31 |
SIGNATURES
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14.32 |
NO PERSONAL LIABILITY
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LANDLORD: |
Fairlane Columbia, LLC |
By: |
/s/ Michael S. Grill |
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Michael S. Grill, Manager and not individually |
TENANT: |
Brooklyn Immunotherapeutics, Inc. |
By: | /s/ Howard J. Federoff |
Howard J. Federoff, President and CEO and not individually |
1)
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install 1” horizontal window blinds for the exterior windows and remove all brown window blinds from the Premises; and
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2)
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move the 50-amp service providing power to the 7.5-ton HVAC unit servicing the Premises to another electrical panel outside of the Premises.
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A.
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Landlord shall provide Tenant with a check, payable to both Tenant and Tenant’s Contractor, on a monthly basis up to the amount of the Tenant’s Allowance within fifteen (15) days of the
receipt of invoices (sent by Tenant to Landlord) from Tenant’s Contractor. Said invoices, except for the final payment (“Final Payment”), must be accompanied by 1) partial lien waivers from Tenant’s Contractor and 2) a
request by Tenant for payment with a calculation of payments in relation to the total Tenant’s Allowance. Tenant’s request for the Final Payment, which shall be in an amount of no less than $5,000.00 and shall also be
Tenant’s final payment to Tenant’s Contractor, shall be accompanied by 1) a lien waiver from Tenant’s Contractor which will be conditional only upon the receipt of the Final Payment, and 2) a copy of the City of Cambridge
building permit signed by the building inspector with his or her final sign-off.
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B.
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Plans and Approvals. Tenant shall provide Landlord with one (1) full-scale architectural and engineering sets of plans and one (1) copy of plans emailed to Landlord as a PDF (“Plans”)
detailing the intended improvements to the Premises (“New Lab Tenant Improvements”) prepared by registered architects and engineers, prior to submission of said Plans to the City of Cambridge, for Landlord’s reasonable
approval, which may not be unreasonably withheld, delayed or conditioned, within five (5) business days of the submission of the Plans to Landlord. Landlord shall notify Tenant of any objection to the Plans within the
abovementioned five (5) business days. Should Landlord not notify Tenant of any objection to the Plans within the abovementioned five (5) business days, such Plans shall be deemed approved by Landlord. Should Landlord notify
Tenant of any objection to the Plans within the abovementioned five (5) business days, Tenant shall make revisions and resubmit the plans for Landlord’s approval, whereupon the foregoing review and approval shall be repeated
until the Plans are approved (or deemed approved) by Landlord in accordance with this Paragraph B. No review or approval by Landlord of the Plans shall constitute any representation or warranty as to the adequacy, correctness,
efficiency or compliance with any laws, regulations or ordinances, or any other aspect of such drawings and specifications. The Plans shall be incorporated by reference into this Exhibit C and Tenant shall provide Landlord
with a full-sized set and a PDF set of the City of Cambridge approved plans as well as any ‘ as-built’ plans issued by Tenant’s architect or Tenant’s contractor. Tenant shall be responsible for the application, payment and
receipt of all governmental permits and approvals for the construction of New Lab Tenant Improvements, including a Certificate of Occupancy (“C of O”) that applies to the Premises. Tenant shall provide to Landlord a copy of C
of O issued by the City of Cambridge within seven (7) days of the receipt of such C of O by Tenant or Tenant’s Contractor.
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C
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Tenant’s Oversight. Oversight of New Lab Tenant Improvements, which shall be made in a good and workmanlike manner and in compliance with all applicable laws and government regulations,
shall be the responsibility of Tenant. Tenant shall perform New Lab Tenant Improvements in such a manner as not to interfere with the use and enjoyment of the remainder of the Building by any other tenant or any other
construction then being performed by any other tenant or by Landlord. Tenant shall have access to the New Lab Premises as of the date of Lease execution after receipt by Landlord of Tenant’s and Tenant’s Contractor’s
Insurance Coverage required under Section H below, provided, however, that Tenant assumes any risks attendant on its entry into the New Lab Premises prior to the completion of the New Lab Tenant Improvements. Tenant’s entry,
as described above, shall not be deemed to be occupancy of the Premises. Tenant shall comply with all of the terms, covenants, and conditions of the Lease after the date of Lease execution.
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D.
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Tenant’s Consultants. Tenant shall separately contract with any consultants or engineers for laboratory-specific plumbing, heating, ventilation or air conditioning, or electrical items during construction or during
planning of construction. Tenant shall provide Landlord with all specifications and studies provided to Tenant by Tenant’s Consultants.
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E.
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Landlord’s Oversight. Landlord and its agents may have unrestricted access at their own risk to the New Lab Premises during construction. Landlord shall provide a punch list containing
specific detailed deficiencies to Tenant within thirty (30) days of the substantial completion of the New Lab Tenant Improvements to correct all said deficiencies noted by Landlord in the New Lab Tenant Improvements to the
extent that the New Lab Tenant Improvements do not substantially conform to the approved Plans or if Building Common Areas require corrective action. Tenant shall complete such corrections within a reasonable time, but in no
event later than thirty (30) days of the presentation of the punch list to Tenant. Landlord’s punchlist or supervision or approval shall not constitute a warranty that the New Lab Tenant Improvements were properly performed
or designed or create any liability for payment for such work by Landlord.
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F.
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Tenant’s Vendors. New Lab Tenant Improvements may be performed only by licensed contractors or subcontractors approved in advance by Landlord; such approval shall not be unreasonably
withheld. Tenant shall provide its contract with its general contractor or construction manager prior to the submission of Plans to the City of Cambridge (the “Contract”). With respect to New Lab Tenant Improvements to the
life safety system, Landlord reserves the right to require Tenant to use Landlord’s contractors (“Landlord’s Contractors”) to perform such Tenant Improvements, but in such event the charges of such contractors shall be
competitive with the charges of other contractors performing similar work in similar office buildings (i.e. - Tenant’s Contractor’s subcontractors (the “subcontractors”)) in the City of Cambridge. In the event that the
subcontractors provide pricing below that of Landlord’s Contractors, Tenant shall provide Landlord with the subcontractors’ bids so that Landlord and Tenant’s general contractor may negotiate competitive pricing from
Landlord’s Contractors. Landlord’s Contractors will perform all work for Tenant’s Contractor and will not have any contract, oral or written, express or implied, with Landlord for work according to the Plans. Tenant’s
vendors shall work with Landlord on the timing of work which may unreasonably disrupt tenants of space adjoining, above and below the New Lab Premises so long as access by such vendors is not unduly restricted and the
performance of New Lab Tenant Improvements is not materially delayed.
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G.
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Use of the Building and Parking Lot. Prior to the Commencement Date and during construction of the New Lab Premises, Tenant’s Contractor, subcontractors, engineer and architect may park in
Tenant’s Parking Spaces in the Parking Lot and in no other spaces. Tenant’s contractors, subcontractors, engineer and architect may not park in the Building’s visitor spaces. Construction dumpsters may be placed in
designated areas of the Parking Lot or along Windsor Street. Dumpster pick-up, for dumpsters placed in the Parking Lot, must occur prior to 8AM on Business Days of the Property. Upon receipt of a Certificate of Insurance as
provided in Section H below, Tenant’s Contractor shall be provided with a Building passcard which shall be returned to Landlord upon the later of the receipt of the C of O or completion of Landlord’s or Tenant’s punch list.
Tenant’s Contractor must comply with all noise and time regulations of the City of Cambridge for construction including weekend or holiday work.
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H.
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Insurance and Liability. Tenant’s general contractor, engineer, consultants and architect shall provide Landlord with insurance certificates with coverages reasonably satisfactory to
Landlord, with all certificates naming Landlord as certificate holder and additional insured and Fairlane Columbia, LLC, 432 Columbia Street Condominium Trust and LPC Commercial Services, Inc. as additional insureds
(“Insurance Coverage”). In the event that Tenant chooses to use a construction manager instead of a general contractor, then all subcontractors shall provide Insurance Coverage to Landlord. Landlord shall have no liability
for any loss or damage to any of Tenant’s fixtures or property installed or left in the Premises, unless such loss or damage is the result of a willful act or gross negligence of Landlord, Landlord’s Agent or Landlord’s
vendors. Tenant shall hold harmless, indemnify and defend Landlord from and against any and all liabilities arising from or relating to the New Lab Tenant Improvements, unless such loss or damage is the result of a willful
act or gross negligence of Landlord, Landlord’s Agent or Landlord’s vendors.
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I.
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Tenant’s Cost. Tenant shall be responsible for all architectural, engineering and construction management fees.
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J.
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Landlord’s Contractors. Below is a list of Landlord’s Contractors mentioned in Section F above:
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a)
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Life Safety: Advanced Signal
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b)
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Sprinklers: Encore Fire Protection
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K.
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Telecommunications. Tenant shall be responsible for the installation and cost of all telecommunications and data wiring. Tenant’s telecommunication’s vendor shall provide a Certificate of
Insurance with Fairlane Columbia, LLC as the certificate holder and Fairlane Columbia, LLC, 432 Columbia Street Condominium Trust and LPC Commercial Services, Inc. as additional insureds with minimum coverage as provided for
Tenant in this Lease. Tenant’s telecommunications vendor shall receive an electrical permit from the City of Cambridge, if necessary, prior to any electrical work necessary for installation of Tenant’s telecommunications
equipment.
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*January 1
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- New Year’s Day
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Third Monday in January
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- Martin Luther King, Jr. Day
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Third Monday in February
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- President’s Day
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Third Monday in April
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- Patriot’s Day
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Last Monday in May
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- Memorial Day
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*July 4
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- Independence Day
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First Monday in September
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- Labor Day
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Second Monday in October
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- Columbus Day
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*November 11
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- Veteran’s Day
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Fourth Thursday in November
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- Thanksgiving Day
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*December 25
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- Christmas Day
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a.
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The sidewalks, entrances, passages, public halls, vestibules, corridors and stairways to or appurtenant to the Building shall not be obstructed or used for any purpose other than
ingress and egress from the Units. No vehicle belonging to a Unit Owner shall impede or prevent ready access to any entrance to, or exit from, the Building by any person or vehicle, without the prior consent of
the Trustees.
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b.
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No bicycles, carts, wagons or any other items shall be allowed to stand in the public halls, passageways or other public areas of the Building. Delivery companies must not leave boxes
for Unit Owners or tenants in public hall ways, passageways or other public areas of the Building including in front of suite doorways without first determining that the Unit Owner or tenant is not present.
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c.
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No article (including but not limited to, garbage cans, bottles or mats) shall be placed or stored in any of the halls or on any of the staircases or landings of the Building, unless
prior written permission is given by the Trustees. No fire exit of the Building shall be blocked in any manner. The Trustees, or their representatives, may remove any article stored in any of the halls,
staircases or landings of the Building without notice to the owner of such article at no liability to the Trustees or their representatives.
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d.
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Unit Owners shall schedule deliveries to their units by vendors at such times, and in such times, and in such manner, as will reasonably minimize traffic congestion adjacent to the
Building. Drivers of vehicles making deliveries to Unit Owners shall not Leave their vehicles unattended except when actually making such deliveries.
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a.
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Except as is reasonably required to construct tenant improvements by Unit Owners, no Unit Owner, or tenant or subtenant, shall make, cause or permit any unusual, disturbing or
objectionable noises, odors or vibrations to be produced upon or emanate from his or her Unit or any appurtenant limited common elements or areas or permit anything to be done therein that will interfere with the
right. Comforts or conveniences of any other occupants of the Building. For the Construction of tenant improvements. Unit Owners performing such work shall make reasonable efforts to perform work which may create
objectionable noise, odors or vibrations outside of business hours of adjacent Unit Owners or tenants. No televisions, photographs, radios, compact disc players or tape recorders shall be used such that they are
heard or seen outside of a Unit Owner’s or tenant’s premises.
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b.
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No noxious or offensive activity shall be carried on in the Condominium, nor shall anything be done therein which may be or become an annoyance or nuisance to the other Unit
Owners or occupants. No Common Area shall be decorated or furnished by any Unit Owner, tenant or subtenant in any manner. Unit Owners and tenants shall not distribute advertising or promotional materials in
the Building or to other Unit Owners or tenants of the Building, unless approved in each instance by the Trustees, and shall not admit into the Building individuals intending to canvas, solicit or otherwise
distribute advertising or promotional materials in the Building.
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a.
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All leases and occupancy agreements must expressly provide that the lease or occupancy agreement shall be subject to the Master Deed, Declaration of Trust, ByLaws and the Rules and
Regulations of the Condominium, as most recently amended prior to the execution of the lease or occupancy agreement, and contain the following notice, in capital letters :
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i.
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The Trustees shall have the right to give written notice of the Default to both the Tenant, and the Unit Owner. Said notice shall be deemed properly given if left in any part of the Unit, addressed to the
Tenant, and mailed postage pre-paid, registered or certified mail. return receipt requested. addressed to the Unit Owner at such address as appears on the records of the Trustees, or by delivering said notice
in hand, or be delivering said notice in any other manner permitted by law.
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ii.
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If the Default continues for five days after the giving of said notice, then the Trustees shall have the right to levy lines against the Unit Owner in accordance with the By-Laws, and terminate the tenancy
by giving notice in writing to quit to the Tenant in any manner permitted by the Trustees, or both. A copy of such notice shall be delivered or mailed to the Unit Owner in the manner set forth here in above.
Thereafter, the Trustees may initiate and prosecute a summary process action against the Tenant under the provisions of Massachusetts General Laws, in the name of the Unit Owner or in the name of the Trustees,
or both.
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iii.
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The Trustees shall be entitled to levy a fine or fines, or give a notice or notices to quit, followed by a summary process action or actions, and the Trustees’ election to pursue
any of the foregoing remedies shall in no way prohibit them from pursuing all of the foregoing remedies, either at the same time, or in the event of any further default.
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iv.
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All of the expenses incurred by the Trustees in giving notices. and notices to quit and maintaining and pursuing summary process actions and appeals therefrom. shall be entirely at the expense of the Unit
Owner of the affected unit. Such costs and expenses may be enforced and collected against the Unit Owner and Unit as if the same were common charges owed by the Unit Owner.
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v |
The Unit Owner shall make reasonable efforts, at his or her expense and upon his or her initiative, to inform rental agents of the provisions of this section and shall, at his or her expense, and upon his or her initiative,
furnish copies of the Condominium Documents to the Tenant and cause the lease or occupancy agreement to be prepared in conformity with the provisions of’ this section.
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vi
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Any renewal or extension of any lease or occupancy agreement shall be subject to the prior written approval of the Trustees in every instance. Such approval shall not limit any rights or remedies of the Trustees or Unit
Owners in the event of a subsequent default.
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vii.
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A true copy of every lease or occupancy agreement shall be delivered to the Trustees forthwith upon its execution.
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viii.
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Notwithstanding anything to the contrary herein, and notwithstanding any custom, law or usage to the contrary,
it is expressly understood and agreed that neither the Trustees, nor the Unit Owners shall ever bear any personal liability with respect to any lease or the use and occupancy of a unit
by a Tenant.
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ix.
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Every lease, license or occupancy agreement, shall have attached thereto, and incorporated therein by reference, a copy of this section 5.0 of the
Rules and Regulations.
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b.
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All leases. lease amendments and occupancy agreements must include the following revised and excerpted language from Section 8.0 (i) from these Rules and Regulations:
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6.0 |
Use of Premises:
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a. |
No window guards, except as may be required by law, or other window decorations shall be used in or about any Unit, except as shall have been approved in writing by the Trustees.
Such approval shall not be unreasonably withheld or delayed. In no event shall any exterior glass surfaces of any windows at the Building be colored or painted.
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b. |
No radio or television aerial or other object shall be attached to or hung from the exterior of the Building. No sign, notice, advertisement or illumination (including, without limitation. “For Sale”, ‘‘For Lease” or “For
Rent” signs) shall be inscribed or exposed on or at any window or other part of the Building by any unit Owner, tenant or subtenant except as such are permitted by the Condominium Documents or shall have been approved in writing
by the Trustees. In the event of a violation of this rule regarding signs, the Trustees or their representatives may remove the material without any liability and may charge the expense incurred by such removal to the owner of
such material. See Exhibit A regarding Common Area Signage.
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c. |
Nothing, including ventilation ductwork, shall be projected from any window of a Unit or attached to the facade of the Building. without similar approval and, in the case of ventilation ductwork, compliance with all
applicable state regulations and approval by all applicable public agencies. In no event shall ductwork be visible from any window on the 1st and 2nd floors of the
Building and in the instance of visibility from any Building penthouse. such ductwork shall be designed for minimal visual impact..
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d. |
Nothing shall be done in any Unit or in, on or to the Common Areas or Facilities which will impair the structural integrity of the Condominium.
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c.
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Nothing shall be done or kept within any Unit which will increase the rate of insurance on the Building, or the contents thereof; applicable for commercial office usage, without the prior written
approval or the Trustees. No Unit Owner or tenant or subtenant. shall permit or allow anything to be done. or kept in his or her Unit, on in the Common Areas or facilities. which may result in the cancellation of insurance on
the Building or the contents thereof or which may be in violation of any law or governmental regulation.
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r. |
Damage by fire or accident affecting any Unit, Common Area, or liability of the Unit Owners of the Condominium Trust (or which may affect their liability) shall be promptly reported to the Trustees immediately following the
occurrence or discovery thereof.
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g. |
Any damage to the Building caused by a Unit Owner shall be repaired at the expense of the Unit Owner. The Condominium Trust. at its sole option. may cause the damage to be repaired or may order the Unit Owner to begin
immediate repair of the damage. In the event that the Condominium Trust incurs any expense to repair the damage, the reasonable cost of the work to repair such damage plus a 5% construction management fee to the Condominium
Trust shall constitute a lien upon the Unit in the event that the Unit Owner fails to pay the Condominium Trust within thirty (30) days of receiving an invoice.
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h. |
Each Unit Owner is responsible to keep his or her Unit in a good state of repair, preservation, condition and cleanliness.
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i. |
Unit Owners, tenants and subtenants, their employees, agents, servants, invitees, guests, licensees, customer or clients shall at no time enter upon, or attempt to enter upon, the roof of the Building except in an emergency.
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j.
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The Trustees, the Superintendent and the agents of the Condominium Trust or of the Managing Agent, and any contractor or workman authorized by the Condominium Trust, or the Managing Agent, may enter into any Unit at any
reasonable time for the purpose of inspecting such Unit for the presence or any vermin. insects or other pests and for purpose of taking such measures as may be necessary to control or exterminate any Such vermin, insects
or other pests; however, such entry. inspection and extermination shall be done in a reasonable manner so as not to unreasonably interfere with the use of such Unit for its permitted purposes. The Trustees may mandate that
a Unit Owner retain the services of a pest control firm until any infestation has been brought under control. No food shall be left accessible in the Condominium common areas or in specific units of the Condominium, i.e.
not in sealed metal or plastic containers.
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k. |
The Trustees, or their designated agent, shall retain a passkey or access code to all Units for use in emergency situation or for access to repair or maintain Common Elements. No Unit Owner. tenant or subtenant, shall alter
any lock or install a new lock on any door of a Unit without the prior written consent of the Trustees. If such approval is granted, the Unit Owner shall supply the Trustees with the key or keys to any altered or new lock.
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l. |
All personal property of the Unit Owners, or any other occupant of a unit. whether in a unit, or in the Common Areas and facilities, or in the Parking Spaces. or elsewhere on the Condominium property, shall be kept
therein at the sole risk and responsibility of the respective Unit Owner or occupant, and the Trustees shall have no responsibility therefore.
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m. |
All garbage and trash within every Unit must be placed in scalable or closeable receptacles designated for refuse collection, No garbage. trash, or recycled materials shall be placed elsewhere upon any of the Common Areas
and facilities except by the trash compactor and with the approval of the Superintendent.
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7.0
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Late Fees:
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a.
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The monthly common area fee is due, in advance, as of the first day of the mon th. Any fee payable by a Unit Owner to the: Condominium Trust received after the I 5th clay of the month in which it is payable, or more than 15 days after it is payable, shall he subject to an additional fee. Such additional fee shall be deemed an unpaid common area charge.
The additional fee payable shall be as follows:
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1. |
In the event a payment, which is due as of the first of the month, is received after the 15th of the month but before the first day of the
next month, an additional unpaid common area charge of $200 shall be due and payable. If payment is not received before the first day of the next month. an additional unpaid common area charge of.$200 shall be: due and payable
for each calendar month that the amount, or any portion of the amount, remains outstanding.
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2. |
In the event a payment, which is due on some date other than the first of the month, is received after the 15th day from the date it was
payable but before the 31st day from the date it was payable, an additional unpaid common area charge of $200 shall be due and payable. If
payment is not received before the 31st day of the date on which it was payable, an additional unpaid common area charge of $200 shall be due
and payable for each 30 day period, or any part thereof, during which the amount. or any portion of the amount remains outstanding.
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b.
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All payments received by the Condominium Trust will be applied first against the oldest amount due, including any additional fee charges, interest or collection fees (including attorney’s fees and legal costs) that may
be due.
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8.0
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Miscellaneous:
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a. |
Superintendent: No Unit Owner shall attempt to direct. supervise, or in any manner attempt to control or request favors of the building superintendent retained by the Trust’s property management company or any employee of
the Trust. No Unit Owner, tenant or subtenant shall send any employee of the Condominium Trust or of the Managing Agent out of the Building on any private business except as provided under Clause (i) below.
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b. |
Moving: The Unit Owner must notify the Trust’s Managing Agent, at least five (5) business days prior to any unit occupant or tenant moving in or out of a Unit. of the date of the move. All moves must begin and be completed
off-hours, before 8AM or after 5PM Monday to Friday except for Building Holidays and weekends. Movers shall put down Masonite boards in Common Area hallways before heavy dollies or carts are operated in Common Areas. Unit
Owners must provide the Managing Agent a Certificate of Insurance. from the moving company listing 432 Columbia Street Condominium Trust as the Certificate Holder and the Unit Owner, the Condominium Trust and the Managing
Agent as an additional insureds.
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c. |
Moving Fee: The Unit Owner is responsible for paying a move in and move out fee to the Condominium, to be paid within thirty (30) days of the move in. The fee shall be the fee as then most currently set by the Trustees and
is subject to change without notice. The fee is initially set at two hundred dollars ($200). The Trustees may, in their discretion, waive this fee.
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d. |
Water Heaters: All new and replacement electric on-line water heaters shall be equipped with an automatic shutoff device (such as Wags valves by Taco) in case of leaks. Such installations shall be capable of automatically
closing the water supply line in the event of heater failure or pipe leaks. Unit Owners shall provide to the Managing Agent, when requested, an inventory. including age, presence of an automatic shut-off valve or drain pan,
and location of all hot water heaters in their Units. The Building Superintendent may enter the Units of the Building to inspect the Units for hot water heaters if Unit Owners do not provide such an inventory.
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e. |
Wires and Cables: No unit owner or tenant may install telephone, data or any other wiring in another Unit without the express prior written approval of that Unit Owner. New connections from any Unit to the Building
telephone closet located in Suite 9 of Unit B-1 shall be made only through a surface raceway from the telephone closet to the common areas adjacent to Units 15A, 15B and 17B and then to the common area sub-closets or the Unit
the connections will serve. Wiring or cables shall be in a dark color and specifically, not white or yellow and shall be tied to other, wiring or cables following the same route. No wiring or cables shall be hung or
intertwined with sprinkler piping or sprinkler heads. The Building Superintendent shall be present during the initial entry by any telecommunications provider into Suite 9. Any such installation shall be paid for by the Unit
Owner requiring such service and only after specific details and routes have been submitted to and approved by the Trustees. The Trustees shall have the right, but not obligation. to direct Unit Owners failing to comply with
this Rule to make and pay for a properly complying installation and/or correct any non-complying installation at the Unit Owner’s expense. Installation of new or changed service by any telecommunications provider shall be
completed during normal business hours of the. Building Superintendent, which may be changed from time to time. For the purposes of this section, the hours of the Building Superintendent are 8AM to 4PM, Monday to Friday.
except for Building Holidays.
|
f. |
Vehicles are to be parked only in the designated areas and shall only park in lined spaces for no more than the designated time frame. No more than one vehicle shall be parked in a single parking space. except for
motorcycles and motor scooters but only in spaces designated by the Trustees. No Unit Owner, employee of any Unit owner or his or her tenant shall park at any time in a Visitor’s Parking Space. The Superintendent shall have
standing instructions to have such vehicles towed at the Owner’s expense. Handicapped-designated spaces shall only be occupied by those vehicles with a handicapped designation visible on or in the vehicle. Vehicles shall not
block staircases or the Building’s loading dock. No vehicles belonging to vendors servicing the Building, a Unit Owner, or a tenant of a Unit Owner shall park in a Visitor’s Parking Space. In the event of an anticipated snow
storm with estimates of over four inches of snow, al I vehicles must be removed from all of the Building’s parking lots prior to 12AM on the evening of the anticipated storm.
|
g. |
Loading Dock. Only conventional daily office trash shall be disposed of at the loading dock. Unit Owners and their tenants shall make their own arrangements for the disposal of extraordinary trash such as furniture,
computers and electronic equipment, at the discretion of the Superintendent. Unit Owners and their tenants must not overburden the loading dock with deliveries or packages being picked up by overnight delivery services, such
as the USPS. FedEx. UPS or DHL. Unit Owners, and their tenants must follow procedures provided by the Trustees and may be requested lo remove items from the loading dock if the Trustees determine that the loading dock is
overburdened. Unit Owners and their tenants must not block access to the dumpster access panel in the loading dock by deliveries, packages being picked up, recycling materials or other trash. All deliveries that arrive on
pallets must be broken down prior to leaving the loading dock. Pallet jacks arc not permitted in Common Area hallways. All pallets must return with delivery driver. Pallets left in the loading clock or elsewhere in the
Building from a delivery will be removed by the Trust at the Unit Owner’s expense.
|
h. |
City of Cambridge Parking and Transportation Demand Management (PTDM) plan (2000 Requirements). To maintain compliance with a City Permit for additional parking spaces, a range of information on employee travel Mode
Split, Carpooling, etc. and other information is required by the City on an annual basis, Failure of the Condominium to provide such information on a timely basis may result in withdrawal of the Permit, fines or other
serious sanctions. All Unit Owners are obliged to provide the requested information on an urgent basis, on behalf of their or their tenants’ employees. The Condominium Trustees may seek any damages suffered by the
Condominium as a result of failure in this regard from a Unit Owner who fails to provide accurate and timely information.
|
i. |
City of Cambridge Parking and Transportation Demand Management (PTDM) plan (2020 Requirements). If a tenant (or, in each case below. a unit owner) offers any of its employees parking in the Parking Lot, then the tenant
has the option of charging such employee market rate for parking. or, alternatively, if the tenant charges any of its employees less than the current monthly market rate for parking, then the tenant will offer such employees
an equivalent monthly payment to support the employee’s commute by walking, biking, transit or carpool. In the event that an employee chooses to use the equivalent monthly payment for transit, tenants will use best
efforts to enroll in the MBTA pass program to provide an employee with the ability to purchase a pass using pre-tax wages. ‘Equivalent monthly payment’ means the remainder of the current monthly market rate for
parking less the fee paid for parking by an employee. For example, if the current monthly market rate is $200 and an employee is being charged $50 per month by the employer, then the equivalent monthly payment equals $150
per month. Any tenant may charge certain employees for parking at market rate in the Parking Lot and other employees may be charged at less than the current monthly market rate for parking in the Parking Lot with the tenant
providing such employees with the equivalent monthly benefit option.
|
j. |
Superintendent. The Superintendent’s responsibilities are for the maintenance and operation of the Condominium as a whole. Unit Owners or their tenants may request extraordinary services form the Superintendent which he may
undertake with the specific approval of the Trustees. Such work will not be commenced without completion of a Maintenance Request. and Work Order form, and shall be billed to the appropriate Owner or tenant at hourly rates
and material mark-ups as established from time to time by the Trustees. The Superintendent has a list of those work items deemed ‘extraordinary’.
|
k. |
Access Cards. A fee established by the Trustees is levied for the issuance of access cards to employees at the Condominium.
|
l. |
Space Heaters. No electric space heaters shall be used in the Building unless specifically approved by the Trustees.
|
m.
|
Smoking. Smoking or carrying lighted cigars. pipes. cigarettes. e-cigarettes, or marijuana or similar products anywhere in the Building or grounds of the Building is not permitted, except in
designated smoking areas of the Building as described below or in parked vehicles with closed windows, except that marijuana or similar products may not be smoked in the designated smoking areas of the Building. In the
event that a Unit Owner, tenant or employee of such Unit Owner or tenant is found to be the cause of a fire alarm at the Building because of smoking in the Building, such Unit Owner or tenant shall pay for all costs
associated with said fire alarm. Unit Owners, tenants or employees of Unit Owners or tenants smoking outside of the Building shall not dispose of cigarette or cigar butts in the parking lot or landscaped areas of the
Building. No smoking is permitted within 50 feet of any entrance or exit of the Building, any driveway entrance of the Building. or any window of the Building. The Trustees of the Condominium have designated the concrete
areas designated on the attached plan dated December 2015 as the smoking areas of the Building.
|
n. |
Bicycles. Bicycles must be located in the concrete area designated on the attached plan as the location of the Building’s bicycle area and bicycle racks. No bicycle parking is permitted elsewhere in the parking lot,
landscaped areas, sidewalks or attached to fences of the Building, except for the bicycle stands located at the Windsor Street entrance of the Building. Bicycles used by employees and guests of Unit Owners and tenants are
permitted inside the Building, but must be lifted above the carpeted areas of the Common Areas of the Building.
|
o. |
Animals. Animals or birds are not allowed in the Building without the written permission of the Trustees of the Trust, except for dogs used by the visually or hearing impaired. See Exhibit B regarding Pet Visitation.
|
p. |
Motorcycles. The Rules and Regulations shall apply to motorcycles and motorized scooters in the same manner as other vehicles, except that motorized scooters may park in the hatched area adjacent to Parking Space 115 and
two motorcycles may park in Parking Space 124. Prior to parking in the hatched area adjacent to Parking Space 115 and in Parking Space 124, Unit Owners and tenants with employees using motorized scooters and motorcycles must
sign a license with the Condominium Trust allowing such parking. The Condominium Trust may charge a monthly fee for such parking. Motorcycles and motorized scooters must not park on any sidewalk of the Building and are
subject to towing for failure to comply with this provision.
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q.
|
Suite/Unit Door Signs: For any entrance door to a suite or unit abutting the Building’s Common Area, only one sign or no greater than 150 square inches shall be permitted on the entrance door or the walls adjacent to
the entrance doors to a suite or unit, whether the entrance is comprised of single or double doors. Additional or larger signs may be approved by a vote of the Condominium Trustees. Temporary signs or additional entry
equipment at the entrance door or a suite or unit shall be permitted only by the Managing Agent or by a vote of the Condominium Trustees. See Exhibit A regarding Common Area Signage
|
r.
|
Handicapped Parking Spaces: Any employer of a person using a handicapped parking space in the Building’s parking lot on a regular basis must pay to the Trust the market rent for Trust parking spaces. The employer must
enter into a license agreement with the Trust for such space.
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s.
|
Vendor, Contractor or Subcontractor: Should a vendor, contractor or subcontractor of a unit Owner fail to follow the instructions of the Property Manager or Building Superintendent or the procedures of the Condominium
Trust prescribed in the Rules & Regulations or engage in gross negligence or willful misconduct at the Building, the Condominium Trustees may inform the Unit Owner that the vendor, contractor or subcontractor may not
perform any additional services at the Building. Any vendor, contractor or subcontractor performing fire alarm work or installation, mist coordinate with the Managing Agent, not the Building Superintendent, regarding testing
and connecting to the Building’s main fire alarm panel.
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t.
|
HVAC Units: Unit Owners installing new HVAC units must provide the Trust’s Managing Agent with the location on the roof or grounds, serial number and model number. Locations of new HVAC units must be approved by the
Managing Agent to ensure that the proposed location does not prevent water from reaching roof drains or block emergency egress paths. Unit Owners must remove old HVAC units from the roof or grounds at the time of installing
new units. Evidence or removal must be provided to the Managing Agent. All costs for installing new units and removing old units shall be borne by the Unit Owner installing or removing the units. All roof installations,
whether for HVAC or telecommunication purposes must have rubber pads under wooden or plastic blocking.
|
u.
|
Windows: Unit Owners replacing exterior window frames and windows must use frames with the color ‘Hartford Green’ (or an exact match of a window frame manufacturer). matching Hartford Green sealant such as Dow Corning 790
“Blue Spruce”, Precora 864 Tremco Dymonic FC, and clear glass to match existing window frames and window glass. Prior to installation or sealant maintenance, window frames, sealant. and windows must be approved by the
Trustees. The Trustees reserve the right to deny approval of window frames, sealant. and window glass even if said frames, sealant and glass have been purchased by Unit Owners. Unit Owners must replace windows with broken
thermopane seals within six (6) months of notification by the Condominium Trustees or Managing Agent. In the event that the Unit Owner has not replaced such windows. the Trust may enter the Unit and replace the window. In
the event that Unit Owner’s failure lo apply sealant or to replace a leaking window causes water damage to another Unit Owner’s Unit or the personal property of the other Unit Owner or its tenant, the Trust may enter the
Unit with the failed window or failed sealant and replace the window or apply sealant. If a window or windows are replaced or sealant applied. the Trust will charge the Unit Owner for the cost of goods and services provided
by the window installation company plus a 5% construction management fee and shall constitute a lien upon the Unit in the event that the Unit Owner fails to pay the Condominium Trust within thirty (30) days or receiving an
invoice.
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v.
|
Emergency Egress: Unless an emergency has occurred at the Property, occupants of the Property shall not use the exit doors on the first floor. second floor and penthouse which lead via metal staircases into an emergency
egress alley located behind the adjacent Shell Station at 1001 Cambridge Street. Construction and telecommunications company personnel may use this emergency egress alley to remove debris from the Building, to service or
install HVAC equipment, or to service or install telecommunications equipment with the approval of the Managing Agent.
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w.
|
Skylights and Screens: All new skylights must have protective screens installed on the roof with such screens subject to the approval of the Managing Agent. In the event that a Unit Owner fails to install a protective
screen on the roof within sixty (60) days after receiving notice from the Managing Agent, the Trust may install the protective screen. If a protective screen is installed, the Trust will charge the Unit Owner for the cost of
goods and services provided by the screen installation company plus a 5% construction management fee and shall constitute a lien upon the Unit in the event that the Unit Owner fails to pay the Condominium Trust within thirty
(30) days of receiving an invoice.
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x.
|
Building Permit: Any Unit Owner spending over $l0,000 for new construction in a Unit shall be required to receive a building permit from the Inspectional Services Department of the City of Cambridge. A copy of such permit shall be provided to the Managing upon receipt of the permit from the City of Cambridge.
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y.
|
Deliveries at Common Area Mailboxes: Unit Owners, tenants and their employees shall not overburden the mailbox area in the Building’s lobby with personal deliveries. Unit Owners and tenants shall remove boxes from the
mailbox area on a daily basis to ensure access to the Building’s mailboxes and to retain the professional appearance of the Building’s lobby.
|
z.
|
Trust’s Managing Agent: As of the date of these amendments to the Rules and Regulations, the Trust’s Managing Agent is Lincoln Properly Company, 1 Van de Graaff Drive, Lower Level, Burlington, MA 01803.
|
aa.
|
Within each Unit Owner’s Unit or each tenant’s premises, Unit Owners and tenants shall observe and comply with the public health guidelines of the United States Centers for Disease Control and any and all federal, state, and local authorities with jurisdiction over the Building, Units or a tenant’s premises (collectively, the ‘‘Public Health Guidelines”). |
bb.
|
Within all areas of the Building outside the Units and tenant’s premises, Unit Owners and tenants shall monitor and cause compliance with Public Health Guidelines and with the Trust’s
regulations and protocols (“Trust Protocols’’) to avoid transmission or COVID-19 and other contagious diseases by every person acting by. through, or on behalf of Unit Owners and tenants, provided that any such Trust
Protocols shall have been communicated to Unit Owners and tenants in advance orally, by written correspondence, or by posted signage. Trust Protocols may include, but are not limited to, requiring that individuals wear face
masks covering the mouth and nose; requiring that individuals maintain social distancing of at least 6 feet apart; limiting or prohibiting gatherings in common areas; and changing pedestrian traffic patterns in lobbies,
stairwells, elevators, and other common areas.
|
cc.
|
The Managing Agent shall have the right. but not the obligation, to (a) screen any person seeking entrance to the Building for symptoms of contagious disease (including but not limited to
COVID-19), which screening may include, without limitation, a temperature scan, and (b) deny entry lo the Building to any person exhibiting symptoms of contagious disease (including but not limited to COVTD-19), including
those persons exhibiting an elevated body temperature. All persons entering the Building shall cooperate with any such procedures.
|
dd.
|
Unit Owners and tenants shall immediately report to the Managing Agent (Lincoln Property Company as of the date of these Rules & Regulations) if Unit Owners and tenants becomes aware that
any individual present in the Building visiting a Unit Owner or tenant within the last 7 days: (a) had a confirmed case of COVID-19. at the time of such visit. or (b) has since been diagnosed with COVID-19. In each such
case. Unit Owners and tenants should use extreme care not to disclose the name or other identifying information of the individual in question. Unit owners and tenants shall cooperate with the Managing Agent and its
representatives to identify any areas outside of the Unit or tenant’s premises that were accessed by such individual during such visit or visits to the Building. such as bathrooms. vending machines and Common Area seating
areas.
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ee.
|
City of Cambridge Parking and Transportation Demand Management (PTDM) plan (Additional 2020 Requirements). Unit owners are required to report to the Managing Agent annually by April 1st 1) the number of spaces owned, 2) the number of spaces used by the Unit Owner, 3) the number of spaces leased to tenants of the Unit Owner,
and 4) the number of spaces which Unit Owners lease from other Unit Owners.
|
/s/ Brain Bai | ||
Brain Bai, Trustee |
Witnessed:![]() |
|
/s/ Michael Grill | ||
Michael Grill, Trustee |
Witnessed:![]() |
|
/s/ Hillary Brown | ||
Hillary Brown, Trustee |
Witnessed:![]() |
1. |
All proposed signage must be presented to Trustees or Managing Agent for authorization 24-hours prior to the requested posting date and time.
|
2. |
Any and all signage must receive written authorization from Trustees and/or Managing Agent.
|
3.
|
Any and all signage must be printed, laminated and professional in appearance. Hand-written and/or non-laminated paper signage will not be authorized.
|
4. |
Overnight signage must be posted after 5:00pm and removed prior to 8:00am, Monday through Friday.
|
5. |
Weekend signage must be posted after 5:00pm on the appropriate Friday and removed prior to 8:00am on the following Monday.
|
6. |
Any and all adhesive used to post signage must be completely and appropriately removed immediately upon removal of signage. Any and all damage caused by the installation or removal of signage is the whole responsibility of
the corresponding Unit Owner to repair with in 24-hours of damage occurring, to Trustees satisfaction.
|
7. |
Signage posted on a floor stand or easel is strictly prohibited from impeding any emergency exit pathways or doorway at any time, for any reason. The Trust reserves the right to relocate floor stand signage at any time.
|
8. |
The Trust reserves the right to deny authorization of signage at any time for any reason.
|
9.
|
Signage authorization is given on a first come, first serve basis.
|
l
|
Any and all non-service dogs brought onto the property must first receive written authorization from the Trustees or Managing Agent. Service dogs,
those used by visually or hearing impaired, are permitted in the building.
|
2. |
Only service dogs will be permitted on the property. Any and all other pets or animals are prohibited.
|
3. |
Trustees or Managing Agent shall have the authority to revoke dog visitation privileges at the property at any
time, with or without reason.
|
4. |
Only one (1) dog authorization shall be
provided PER TENANT SUITE.
|
5. |
Authorized dogs are allowed a maximum of (1) visit per business week.
|
6. |
Dogs must be kept contained or on a leash at all times while within any and all common areas including, but not
limited to: parking lot, landscaping, common lobbies or common hallways.
|
7. |
Dogs are strictly prohibited from using building common areas including, but not limited to, parking lots
and landscaped areas, for “restroom” purposes.
|
8. |
Each individual Unit Owner is wholly responsible for any and all liability related to the pet’s visitation.
|
9. |
Any and all incidents occurring because of or related to a dog involving additional costs (i.e,: cleaning,
carpeting, legal fees) will be the full and complete responsibility of Unit Owner to repair to the satisfaction of the Trustees.
|
1.1
|
DEFINITIONS
|
1
|
1.2
|
EXTENT OF AGREEMENT
|
5
|
2.1
|
LEASED PREMISES
|
5
|
2.2
|
APPURTENANT RIGHTS AND OBLIGATIONS
|
5
|
3.1
|
RENT
|
5
|
3.2
|
LATE RECEIPT OF RENT
|
6
|
4.1
|
CONDITION OF PREMISES
|
6
|
5.1
|
PERMITTED USE OF PREMISES
|
7
|
5.2
|
ALTERATIONS BY TENANT
|
8
|
6.1
|
PROHIBITION AGAINST ASSIGNMENT AND SUBLETTING
|
8
|
7.1
|
LANDLORD’S REPAIRS AND MAINTENANCE
|
10
|
7.2
|
TENANT’S REPAIR AND MAINTENANCE
|
10
|
7.3
|
TENANT’S EQUIPMENT
|
10
|
7.4
|
UTILITIES AND BUILDING SERVICES
|
11
|
8.1
|
REAL ESTATE TAX PAYMENTS
|
12
|
8.2
|
ABATEMENT
|
12
|
8.3
|
ESTIMATED REAL ESTATE TAX PAYMENTS
|
12
|
9.1
|
CONDOMINIUM FEE PAYMENTS
|
13
|
9.2
|
CONDOMINIUM FEES
|
13
|
9.3
|
ESTIMATED CONDOMINIUM FEE PAYMENTS
|
14
|
10.1
|
TENANT’S AND LANDLORD’S INDEMNITY
|
14
|
10.2
|
TENANT’S INSURANCE
|
15
|
10.3
|
TENANT’S RISK
|
15
|
10.4
|
INJURY CAUSED BY THIRD PARTIES
|
16
|
l 1.1
|
LANDLORD’S RIGHT OF ACCESS
|
16
|
12.1
|
ABATEMENT OF RENT
|
16
|
12.2
|
RIGHT TO TERMINATE
|
16
|
12.3
|
RESTORATION
|
17
|
12.4
|
AWARD
|
17
|
13.1
|
TENANT’S DEFAULT
|
17
|
13.2
|
LANDLORD’S DEFAULT
|
20
|
14.1
|
WAIVER
|
20
|
14.2
|
COVENANT OF QUIET ENJOYMENT
|
21
|
14.3
|
LANDLORD’S LIABILITY
|
21
|
14.4
|
TRANSFER OF TITLE
|
21
|
14.5
|
RULES AND REGULATIONS
|
21
|
14.6
|
ADDITIONAL CHARGES
|
22
|
14.7
|
SEVERABILITY
|
22
|
14.8
|
BINDING NATURE
|
22
|
14.9
|
NOTICES
|
22
|
14.10
|
COMPLETE AGREEMENT AND AMENDMENT
|
22
|
14.11
|
SUBORDINATION
|
22
|
14.12
|
ESTOPPEL CERTIFICATES
|
23
|
14.13
|
LANDLORD’S RIGHT TO CURE DEFAULTS
|
23
|
14.14
|
HOLDOVER
|
23
|
14.15
|
WAIVER OF SUBROGATION
|
23
|
14.16
|
YIELD UP
|
24
|
14.17
|
BROKERAGE
|
24
|
14.18
|
CONSTRUCTION
|
24
|
14.19
|
INTENTIONALLY DELETED
|
25
|
14.20
|
SECURITY DEPOSIT
|
25
|
14.21
|
PARTIAL INVALIDITY
|
25
|
14.22
|
GOVERNING LAW
|
25
|
14.23
|
FINANCIAL STATEMENTS
|
25
|
14.24
|
SATELLITE DISH/ANTENNA
|
26
|
14.25
|
COMPLIANCE WITH CONDOMINIUM DOCUMENTS
|
26
|
14.26
|
SUBMISSION NOT OFFER OR OPTION
|
28
|
14.27
|
AUTHORITY AND ORGANIZATION OF TENANT
|
28
|
14.28
|
NO RECORDING
|
29
|
14.29
|
ADDENDUM
|
29
|
14.30
|
TENANT’S APPROVALS
|
29
|
14.31
|
SIGNATURES
|
29
|
14.32
|
NO PERSONAL LIABILITY
|
29 |
EXHIBIT A
|
LEGAL DESCRIPTION OF LAND
|
EXHIBIT B
|
LEASE PLAN
|
EXHIBIT C
|
LANDLORD’S WORK
|
EXHIBIT D
|
RULES & REGULATIONS FOR FAIRLANE COLUMBIA, LLC
|
EXHIBIT E
|
LEGAL HOLIDAYS IN MASSACHUSETTS
|
EXHIBIT F
|
RULES AND REGULATIONS OF 432 COLUMBIA STREET CONDOMINIUM TRUST
|
EXHIBIT G
|
PARKING LOT PLAN OF 1035 CAMBRIDGE STREET
|