Common use of COVENANTS OF LANDLORD Clause in Contracts

COVENANTS OF LANDLORD. 22.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building; and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Premises; and (iii) to establish and maintain field offices in the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises and without diminishing the rent payable hereunder.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest in the Premises prior or superior agents. 23.2 Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, howeverLandlord, shall prevent Landlord from exercising any remedy available at Landlord’s sole cost (subject to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in reimbursement pursuant to Article V if and to the Premises vests on the date this Lease is fully executed by Landlord and Tenantextent permitted thereby), notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant’s use of or access to the Premises and the Parking Facilities is not materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant’s access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are and the lessees of more than fifty-one percent Parking Facilities is not materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premisesplenum areas of the Premises provided that the same does not materially and adversely affect Tenant’s use of or access to the Premises or the Parking Facilities; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building for site engineersnot inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, property management the sidewalks and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided thatother exterior areas, subject to the foregoing standardsrights of Tenant herein provided in respect of Roof Equipment, Tenant shall have approval rights over and provided that the particular size same does not materially and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing ’s use of or access to the Premises or the Parking Facilities; (f) to re-subdivide the Land or to combine the Land with other lands, provided that the same does not materially and reasonably uninterrupted business functionsadversely affect Tenant’s use of or access to the Premises or the Parking Facilities; (g) to relocate any parking areas designated for Tenant’s use (except for those reserved parking spaces identified on Exhibit I), provided the same are on the Land and the same does not materially and adversely affect Tenant’s use of or access to the Premises or the Parking Facilities; (h) [intentionally omitted]; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building provided that the same does not materially and adversely affect Tenant’s use of or access to the Premises or the Parking Facilities; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the Building or the Land, to enter the Premises upon reasonable advance notice to Tenant for the purpose of doing such work as is required to preserve the walls of the Building and to preserve the land from injury or damage and to support such walls and land by proper foundations. Subject to the other applicable terms and provisions expressly provided in this Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall use reasonable efforts to minimize interference with Tenant’s normal business operations in the rent payable hereunderPremises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 11.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaidwill supply: (a) hot, cold water, and Landlord covenants that Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and sewer services to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building; (b) elevator service to the Premises and the Building, (c) janitorial and cleaning services on a nightly basis during Business Days and which services shall otherwise be in amounts consistent with similar buildings in the community (“Comparable Buildings”), and (iid) subject a security desk staffed on a 24/7/365 basis. 11.2 Landlord shall provide: (a) electricity services to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if for normal office use at a capacity which has been confirmed by Tenant and/or to be adequate for its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Premises; and (iiib) HVAC services to establish the Premises during Business Hours (as defined in Section 11.6 below), and maintain field offices at all other times upon Tenant’s request, subject to reimbursement in accordance with Section 12.1 below, and which HVAC services shall provide comfortable temperatures that are consistent with Comparable Buildings. 11.3 The services provided by Landlord pursuant to section 11.1 and 11.2 above shall be known as the “Building Services”. Landlord shall not be liable for site engineers, property management and maintenance personnel comprisingthe failure to supply or interruption of any Building Services by reason of any cause beyond Landlord’s reasonable control provided Landlord diligently pursues restoration of the same. Notwithstanding the foregoing, in the aggregate, approximately 600 rentable square feetevent: (a) there is an interruption of the Building Services or access to the Premises for more than three (3) consecutive Business Days (or more than ten (10) Business Days total in any twelve (12) month period during the Lease Term (as same may be extended); and in number and locations that (b) the circumstances are typical within the reasonable control of Landlord, then Tenant shall be entitled to abatement of Rent for Class A suburban office buildings each day of interruption until the Building Services or access have been restored. The provisions of this Section 11.3 shall not apply in the Market Area provided thatevent of a fire, subject to other casualty or condemnation event, in which events, the foregoing standardsprovisions of Sections 14 and 15 shall apply. 11.4 If Tenant requires installation of a separate or supplementary heating, cooling, ventilating and/or air conditioning system, Tenant shall have approval rights over pay all costs in connection with the particular size furnishing, installation and locations operation thereof. If Tenant requires janitorial and cleaning services beyond those provided by Landlord herein, Tenant shall arrange for such additional services through Landlord, and Tenant shall pay Landlord within thirty (30) days after receipt of such facilitiesbilling therefor. 11.5 Landlord shall be responsible for the prompt maintenance, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably repair and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all replacement of the foregoing rights without being deemed Building systems (including the electric, HVAC, elevator, plumbing, telecommunication and security systems), exterior and structural repairs to be guilty of an evictionthe Building, actual or constructiveincluding but not limited to the floor, or a disturbance or interruption footings, foundation, structural frame, glazing and structural elements of the business roof and roof membrane, all below ground plumbing and all fuel tanks located in or around the Building, and capital improvements to the Building and all common areas of the Building, so as to maintain the same in good and operational condition, unless such repairs and replacements are necessitated by damage caused by the negligence or intentional acts of Tenant or of Tenant's use ’s employees, servants, agents or occupancy of invitees. Landlord shall be responsible for maintaining the Premises foregoing areas in compliance with applicable Legal Requirements. 11.6 For purposes herein, “Business Days” shall mean Monday through Friday, excluding Saturdays, Sundays and without diminishing the rent payable hereunderfederal or state legal holidays. “Business Hours” shall mean 8:00 a.m. to 6:00 p.m. on Business Days, and 8:00 a.m. to 1:00 p.m. on Saturdays.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that Tenant shall, shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest agents, subject to the terms, conditions and provisions of this Lease. No exercise of Landlord’s rights or remedies under this Lease in the Premises prior or superior to Tenant's. Nothing in this Section 22.1accordance with applicable Laws, howeverincluding, shall prevent Landlord from exercising any remedy available to it on account without limitation, institution of eviction proceeds following an Event of Default by Tenant under Default, shall be construed to violate this provision. 23.2 Subject to other applicable terms and provisions expressly provided in this Lease. , Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant’s access to the Premises is not permanently, materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant’s access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenantis not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant’s use, provided the same are on the Land; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject land by proper foundations. Subject to the foregoing standards, Tenant shall have approval rights over the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall use reasonable efforts to minimize interference with Tenant’s normal business operations in the Premises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs). Notwithstanding any term, condition, or provision of this Section 23.2 to the contrary, in the event that the Landlord should elect to change the street address and name of the Building in accordance with subsection (a) above, (i) the Landlord will compensate the Tenant for all actual-out-of pocket costs and expenses incurred by the Tenant resulting from such address change including, without diminishing limitation, the rent payable hereundercosts of updating letterhead, business cards, and any advertising necessary to notify the public of the Tenant’s address change and (ii) the Landlord will not utilize the Tenant’s name in re-naming the Building.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest in the Premises prior or superior agents. 23.2 Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant’s access to the Premises is not permanently, materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant’s access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenantis not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant’s use, provided the same are on the Land; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject land by proper foundations. Subject to the foregoing standards, Tenant shall have approval rights over the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall use reasonable efforts to minimize interference with Tenant’s normal business operations in the rent payable hereunderPremises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building (provided that so long as Xxxxx Equities NY LLC (or any Affiliate thereof) controls the Landlord, the Building shall continue to be known a “0000 Xxxxxxx Xxxx” (unless the address of the Building is changed, in which event the name may be changed to the new address) and at no time shall the name of the Building be changed to the name of a Competitor); (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the BuildingBuilding (but not the Amenity Space or the Lobby); and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises as may be necessary for Landlord to comply with its obligations under this Lease, to operate the Building and/or to exercise any of its rights hereunder, provided such equipment, pipes, ducts and conduits shall be installed in locations that do not materially adversely affect the layout or reduce the useable area of the Premises by more than a de minimis amount and such equipment, pipes, ducts and conduits shall either be concealed behind, beneath or within partitioning, columns, ceilings or floors located or to be located in the Premises, or completely furred at points immediately adjacent to partitioning, columns or ceilings located or to be located in the Premises (and Landlord shall use reasonable efforts to the extent practicable to minimize any inconvenience to Tenant in connection with the performance of such work); (d) to resubdivide the Land or to combine the Land with other lands after the construction of the Parking Structure, if and when such Parking Structure is constructed; (g) to construct improvements (including kiosks) on the Land and in the public and Building Common Areas; (h) to prohibit smoking in the entire Building or portions thereof (including the Premises) and on the Land, so long as such prohibitions are in accordance with applicable Requirements; and (iiii) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building for site engineers, property management and maintenance personnel comprising, in or the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided thatLand, subject to Landlord not unreasonably interfering with the foregoing standardsoperation of Tenant’s business in the Premises, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work as is required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilities, which approval shall not be unreasonably withheld, conditioned or delayedwalls and land by proper foundations. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing the rent payable hereunderPremises.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest in the Premises prior or superior agents. 23.2 Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant’s access to the Premises is not permanently, materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant’s access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenantis not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to re-subdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant’s use; (h) [intentionally omitted]; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), and to restrict smoking to certain designated areas of the Land, so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject land by proper foundations. Subject to the foregoing standards, Tenant shall have approval rights over the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall use reasonable efforts to minimize interference with Tenant’s normal business operations in the rent payable hereunderPremises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed required by Legal Requirements applicable law in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premisesjudgment, to change the street address and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the BuildingBuilding (provided that if Landlord changes the street address of the Building for any reason other than to comply with a Legal Requirement, then Landlord shall pay Tenant's reasonable costs of replacing its stationery); and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and Section 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Premises; and (iii) to establish and maintain field offices in the Building for site engineers, property management and maintenance personnel comprisingin size, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban first-class office buildings in the Market Area buildings; provided that, subject to the foregoing standardsstandard, Tenant shall have approval rights over the particular size size, number and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsbusiness, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance dis- turbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises and without diminishing the rent payable hereunder.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease, and that if Tenant shall perform timely all of its obligations under this Lease (subject to applicable notice and cure periods provided for in this Lease), then, subject to the term aforesaidprovisions of this Lease, and Landlord covenants that Tenant shall, shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in under Landlord. 23.2 Provided that Tenant’s access to and use of the Premises prior or superior to Tenant's. Nothing in this Section 22.1is not permanently, howevermaterially and adversely affected, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building, provided that Landlord shall reimburse Tenant for any costs actually incurred by Tenant in connection with obtaining a reasonable amount of new stationery and business cards; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the Building; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use (subject to Article XXVI) and/or lease the roof areas, the sidewalks, and other exterior areas on a temporary basis (including for site engineersprivate social functions), property management subject to Tenant’s rights to use the roof as provided in this Lease; (f) to relocate, for a period of not more than four (4) weeks during any period of repair or maintenance, any parking areas designated for Tenant’s use, provided that any such relocated parking areas shall be within a three (3) block radius of the Building and maintenance personnel comprisingshall be comparable with the Building’s parking facilities in regards to the size, security and safety offered to Tenant, and further provided that Landlord shall only relocate Tenant’s parking areas on a pro rata basis based on the proportionate number of parking spots used by other tenants of the Building; (h) to construct improvements (including kiosks) on the Land and in the aggregatepublic and common areas of the Building; (i) to prohibit smoking in the entire Building or portions of the Building (including the Premises), approximately 600 rentable square feetand on the Land so long as such prohibitions are in accordance with applicable law; (j) to institute reasonable security measures and in number and locations that procedures for the Building from time to time, including without limitation the use of metal and/or explosive detectors if the use of such security measures are typical for Class A suburban utilized by a majority of owners of first class office buildings in the Market Area downtown business district of the District of Columbia or in the event the Federal (e.g., Department of Homeland Security) or District of Columbia government raises the security or threat levels (e.g., the raising of the national threat level by the Department of Homeland Security), but in no event resulting solely from another tenant’s specific security requirements, and provided thatthat if Landlord institutes the use of such metal and/or explosive detectors, subject then Landlord shall use commercially reasonable efforts to institute procedures that allow employees of Tenant to bypass such detectors so long as such employees comply with reasonable security measures, including without limitation the displaying of a valid current picture identification clearly evidencing employment with Tenant; and (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the foregoing standardsBuilding, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work as is required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilities, which approval shall not be unreasonably withheld, conditioned or delayedwalls and land by proper foundations. Provided Landlord acts reasonably Subject to the other applicable terms and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing Premises. Landlord shall exercise commercially reasonable efforts to minimize interference with Tenant’s normal business operations in the rent payable hereunderPremises.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that if Tenant shall pay all rent when due and punctually perform all the covenants, terms, conditions, and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably peaceably, and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in under Landlord, subject to the Premises prior or superior to Tenant'sprovisions of Section 23.2 hereof. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord acknowledges and Tenant each acknowledge and agree agrees that Tenant's its leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenantexecuted, notwithstanding that the term of this Lease Term will not commence until a future date. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements except as otherwise expressly set forth in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the PremisesSection 10.1(b), to change the street address and/or or name of the Building, or both; (ii) to change the arrangement and/or location or location, or both, of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building; , provided such changes do not materially and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation adversely interfere with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) ’s use or occupancy of the Premises, except that such rights shall not apply to Tenant’s dedicated entry and lobby area, and Tenant’s skywalk; (iii) to erect, use use, and maintain pipes and conduits in and through the Premises, provided that Landlord shall use its reasonable efforts to minimize the disruption to Tenant’s use and occupancy of the Premises and provided such changes do not materially or adversely interfere with Tenant’s use or occupancy of the Premises; and (iiiiv) except as otherwise expressly set forth herein, to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business or undertaking in the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayedBuilding. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, a violation of the covenant of quiet enjoyment, or a disturbance or interruption of the business of Tenant or of Tenant's ’s use or occupancy of the Premises and without diminishing Premises. 23.3 Landlord has not received any written notice from a governmental authority indicating that the rent payable hereunderProject is not in compliance with any Legal Requirements for which Landlord has not previously effectuated a cure.

COVENANTS OF LANDLORD. 22.1 SECTION 23.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaidaforesaid and that if Tenant shall pay all rent when due and punctually perform all of the covenants, terms, conditions, and Landlord covenants that agreements of this Lease to be performed by Tenant, Tenant shallshall have the right, during the term hereby created, to freely, peaceably peaceable, and quietly occupy and enjoy the full possession of the Premises without disturbance, with molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1under Landlord, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and subject to the Premises vests on the date this Lease is fully executed by Landlord provisions of Sections 21.1 and Tenant, notwithstanding that the Lease Term will not commence until a future date23.2 hereof. 22.2 SECTION 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights right (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or name of the Building and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building and to change the design or configuration of the Building, but only to the extend required by any governmental authority; and (ii) subject to compliance with Landlord's decorate and make repairs, alterations, additions and improvements, whether structural or otherwise, in, to and about the Building and any part thereof, and, during the continuance of any such work, to temporarily close doors, entry ways, and common areas in the Building and to interrupt or temporarily suspend Building Services and facilities, all without affecting Tenant’s obligations pursuant hereunder, so long as the Premises remain reasonably accessible to Sections 8.1 Tenant’s customers and 11.1business invitees; (iii) to alter, if imposed by Legal Requirements or if necessary for relocate, reconfigure and reduce the proper functioning common areas of the Building, as long as the Premises after consultation with remain reasonably accessible to Tenant’s customers or business invitees; (iv) to alter, if Tenant and/or its Affiliates are relocate, reconfigure, reduce and withdraw the lessees of more than fifty-one percent common areas located outside the Building, including parking and access roads, but not so as to render the Premises reasonably inaccessible; (51%v) of the Premises, to erect, use and maintain pipes and conduits in and through the Premises; and (iiivi) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business or undertaking in the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayedBuilding. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s use or occupancy of the Premises and without diminishing the or giving rise to any claim for set-off, abatement of rent payable hereunderor otherwise.

COVENANTS OF LANDLORD. 22.1 24.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that if Tenant shall pay all Rent when due and punctually perform and satisfy all the covenants, terms, conditions and agreements of this Lease to be performed or satisfied by Tenant, Tenant shall, during the term hereby created, freely, peaceably peaceably, and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party lawfully claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1under Landlord subject, however, shall prevent Landlord from exercising any remedy available to it on account the provisions of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and , including but not limited to the Premises vests on Rules and Regulations and the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateprovision of Section 24.2 hereof. 22.2 24.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or name of the Building or the Project and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public or common parts of the Buildinghe Building or the Project; and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Project and the Building, including the Premises; and (iii) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business or undertaking in the Building for site engineersor the Project not inconsistent with Tenant's permitted use of the Premises; (iv) the exclusive right to use and/or lease the roof and the sidewalks, property management parking areas (except as otherwise provided herein) and maintenance personnel comprisingother exterior areas; (v) the right to resubdivide any Land on which the Building is located or to combine such Land with other Lands; and (vi) the right, in the aggregateconnection with any future construction, approximately 600 rentable square feet; and in number and locations to relocate or alter any parking areas that are typical may be designated for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, use. Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises. 24.3 Tenant acknowledges and agrees that all rights of Tenant to use and occupy the Premises and without diminishing all rights, terms and conditions of this Lease are in respects subject to all applicable zoning and land use restrictions, and to all covenants, conditions, and restrictions of record. Landlord hereby expressly reserves the rent payable hereunderright to subject the Land to industrial or office park covenants, conditions and restrictions which are intended to ensure the harmonious and orderly development and use of the Project and to provide for the maintenance and upkeep of common areas within the complex, and this Lease shall be subject and subordinate to all such covenants and conditions now or hereafter imposed. Tenant agrees to observe and be bound by each and every covenant and restriction to which the Project is now subject or is hereinafter subjected, insofar as any such covenant or restriction affects the Premises or Tenant's use thereof.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building and the Complex; provided, however that unless such change is required by any governmental agency, Landlord shall reimburse Tenant for the reasonable cost of reprinting Tenant’s stationery then on hand; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the BuildingBuilding and the Complex; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building and the Complex; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for site engineersTenant’s use to a similar location within the garage which is part of the Complex; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, property management to enter the Premises for any reason whatsoever and maintenance personnel comprisingto make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the aggregatepublic and common areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises) and on the Land, approximately 600 rentable square feetso long as such prohibitions are in accordance with applicable law; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the foregoing standardsBuilding or the Land, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work as is required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilities, which approval shall not be unreasonably withheld, conditioned or delayedwalls and land by proper foundations. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises. Landlord’s activities and installations in the Premises shall not unreasonably interfere with Tenant’s business operations in the Premises pursuant to this Section 23.2, and without diminishing all such installations in the rent payable hereunderPremises by Landlord pursuant to this Section 23.2 shall be appropriately concealed.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants warrants that it has the right and authority to make enter into this Lease for and perform all obligations of Landlord hereunder. Landlord further covenants that, subject to the term aforesaidprovisions of this Lease, and Landlord covenants that Tenant shall, District shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person Landlord or entity whatever claiming an interest in Landlord’s Agents. 23.2 To the extent the exercise of such rights hereinafter enumerated shall not interfere with District’s use and enjoyment of the Premises prior or superior to Tenant's. Nothing as contemplated and permitted in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the Building; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building for site engineersnot inconsistent with District’s permitted use of the Premises; (e) to exclusively use or lease the roof areas, property management the sidewalks and maintenance personnel comprising, other exterior areas; and (f) to prohibit smoking in the aggregateentire Building or portions thereof (including the Premises), approximately 600 rentable square feet; and so long as such prohibitions are in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayedaccordance with applicable Laws. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance of District’s business or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises and without diminishing District shall have no claim against Landlord in connection therewith, provided that (i) District shall have reasonable access to and from the rent payable hereunderPremises and parking areas at all times; (ii) Landlord shall at all times use commercially reasonable efforts to minimize disruption to District’s operations; and (iii) any installation by Landlord in the Premises shall be behind walls or above ceilings and Landlord shall restore the Premises to substantially the same condition and finish as existed immediately prior to such installation.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest in agents. Landlord represents and warrants that at the Lease Commencement Date the Building and the Premises prior or superior comply with all Laws applicable thereto including, without limitation, the ADA in effect as of the Lease Commencement Date. 23.2 Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant's access to the Premises is not permanently, materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant's access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenantis not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises provided that Tenant's access to the Premises is not permanently, materially and adversely affected; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant's permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant's use, provided the same are on the Land and provided that Tenant maintains the number of parking permits in a covered lot specified in Section 24.1; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations land by proper foundations provided that are typical for Class A suburban office buildings in the Market Area provided that, subject Tenant's access to the foregoing standardsPremises is not permanently, Tenant shall have approval rights over materially and adversely affected. Subject to the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall use reasonable efforts to minimize interference with Tenant's normal business operations in the rent payable hereunderPremises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 23.1. Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person Landlord, or entity whatever anyone claiming an interest in the Premises prior by, through or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this LeaseLandlord. 23.2. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the Building; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building not in consistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to subdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for site engineersTenant’s use; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, property management to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and maintenance personnel comprising, other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the aggregatepublic and common areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), approximately 600 rentable square feetso long as such prohibitions are in accordance with applicable law; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the foregoing standardsBuilding or the Land, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work is as required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilities, which approval shall not be unreasonably withheld, conditioned or delayedwalls and land by proper foundations. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing the rent payable hereunderTenant shall have no claim against Landlord in connection therewith.

COVENANTS OF LANDLORD. 22.1 11.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that if Tenant shall pay all rent when due and punctually perform all of the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Demised Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1under Landlord, subject, however, shall prevent Landlord from exercising any remedy available to it on account the provisions of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and , including but not limited to the Premises vests on Rules and Regulations and the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateprovisions of Section 11.2 below. 22.2 11.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i1) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the platting, street address and/or name of the Building and/or the arrangement and/or location of entrances, entrances passageways, doorsatria, doors doorways, corridors, elevators, stairs, toilets, or other public parts of the Building; and (ii2) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Demised Premises; (3) to grant to anyone the exclusive right to conduct any particular business or undertaking in the Building not inconsistent with Tenant’s permitted use of the Demised Premises; and (iii4) the exclusive right to establish use and/or lease the roof areas, and maintain field offices the sidewalks and other exterior areas; provided such acts do not impair Tenant’s ability to conduct business in the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayednormal course. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s use or occupancy of the Premises and without diminishing the rent payable hereunderDemised Premises.

COVENANTS OF LANDLORD. 22.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and A. Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then subject to the provisions of this Lease Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 B. Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the BuildingBuilding or Common Areas; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, conduits and conduits structural supports in and through the Premises provided Landlord shall use reasonable efforts not to interfere with Tenant's business on the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building or Common Areas not inconsistent with Tenant's permitted use of the Premises; (e) the exclusive right to use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking area; and (iiih) to establish construct improvements (including kiosks) on the Land and maintain field offices in the Building for site engineers, property management and maintenance personnel comprising, in Common Areas of the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayedBuilding. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's business or use or occupancy of the Premises Premises. Tenant shall have the right of approval, not to be unreasonably withheld or delayed, and without diminishing which shall be deemed to have been granted if notice of disapproval is not given within ten (10) days after request for approval of any such change or modification which would adversely impact Tenant's occupancy or enjoyment of the rent payable hereunderPremises.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the Building; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises provided the same does not unreasonably interfere with Tenant's conduct of its business in the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant's permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant's use; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the public and common areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayedland by proper foundations. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's business or use or occupancy of the Premises and without diminishing the rent payable hereunderPremises.

COVENANTS OF LANDLORD. 22.1 The Landlord represents covenants with the Tenant: 12.1 For quiet enjoyment of the Premises. 12.2 To complete the building of which the Premises form a part, including the Landlord's (Base Building) Work in accordance with the requirements and covenants that it has the right specifications set out or contemplated in Section 11 of the Offer to make this Lease for the term aforesaidLease, and Landlord covenants that Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate Work in accordance with the Offer to Lease and to the Premises vests on plans and specifications therefore prepared by the date this Lease is fully executed Tenant's designer and approved by the Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building; and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Premises; and (iii) to establish and maintain field offices in the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely good and workmanlike manner. The Landlord shall use its best efforts to materially, adversely affect have Completed for Occupancy the Landlord's (Base Building) Work and Tenant's continuing and reasonably uninterrupted business functionsWork by May 29, 2002 resulting in a Commencement Date of July 1, 2002. If the Tenant desires to remove from or alter the Landlord's (Base Building) Work any item or category of items within the Premises or to the base building systems, the Tenant shall provide the Landlord may exercise any with written notice specifying in reasonable detail the requested change or all alteration. The Landlord shall within 7 days of receipt of such notification, advise the Tenant in writing of the foregoing rights without being deemed credit or exchange in value the Landlord is prepared to give to the Tenant in exchange for such requested change or alteration in the Landlord's (Base Building) Work, and the Tenant shall have a further 7 days to advise the Landlord whether it accepts such credit or exchange in value in exchange for the requested change or alteration. If the parties are unable to agree on the appropriate exchange or credit for the Tenant's required alteration, then the appropriate exchange or credit shall be determined by arbitration. Attached as Schedule "E" is a copy of the plans and scope of work prepared by the Landlord for certain parts of (but not all of) the Landlord's (Base Building) Work, and agreed upon mechanism for construction of the Tenant's improvements and certain proposed changes from Clause 11 of the Offer to Lease (with corresponding identified credits or exchanges yet to be guilty of an evictionprovided by the Landlord, actual and yet to be agreed to by the Tenant). Any changes to the documents and plans identified in Schedule "E" or constructive, or a disturbance or interruption to the specifications in clause 11 of the business Offer to Lease shall be subject to receipt of Tenant or of the Tenant's use or occupancy prior written approval. If there is a conflict between the provisions of Section 11 of the Offer to Lease and the plans and scope of work attached as Schedule "E", the provisions of such Section 11 shall govern, and any item or work identified in Section 11 and not reflected in the plans and specifications shall be addressed either by further plans and specifications or by an appropriate credit or exchange, in both cases subject to the Tenant's consent. 12.3 To supply water and other utilities to the Premises (and without diminishing to cause electricity, gas, and if appropriate, water service utilities to be separately metered to the rent payable hereunderPremises) for the normal and reasonable requirements of the Tenant and at the Tenant's expense without, in any case, being liable for any loss, damage or inconvenience resulting from failure of the supply of utilities to the Building, unless caused by the negligence of the Landlord or those for whom it is in law responsible. 12.4 To provide, maintain and operate during Normal Business Hours and during such other times and days as requested by the Tenant an efficient heating, ventilating and air conditioning system in the Building.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building and the Complex; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the Building; Building and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1the Complex, if imposed by Legal Requirements or if necessary for provided that such changes do not materially adversely affect the proper functioning usability of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent for general office purposes; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building and the Complex not inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g to relocate any parking areas designated for site engineersTenant’s use, property management provided such relocation is, at its furthest point, within fifty (50) yards of the furthest point of Tenant’s existing parking; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and maintenance personnel comprising, other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the aggregatepublic and common areas of the Building, approximately 600 rentable square feetusing commercially reasonable efforts not to materially adversely affect the usability of the Premises for general office purposes; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises) and on the Land, so long as such prohibitions are in accordance with applicable law; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the foregoing standardsBuilding or the Land, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work as is required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilitieswalls and land by proper foundations, which approval shall using commercially reasonable efforts not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, materially adversely affect Tenant's continuing and reasonably uninterrupted business functions, the usability of the Premises for general office purposes. Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing the rent payable hereunderPremises.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest in the Premises prior or superior agents. 23.2 Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant's access to the Premises is not permanently, materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant's access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenantis not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises provided that Tenant's access to the Premises is not permanently, materially and adversely affected; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant's permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant's use, provided the same are on the Land and provided that Tenant maintains the number of parking permits in a covered lot specified in Section 24.1; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations land by proper foundations provided that are typical for Class A suburban office buildings in the Market Area provided that, subject Tenant's access to the foregoing standardsPremises is not permanently, Tenant shall have approval rights over materially and adversely affected. Subject to the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall use reasonable efforts to minimize interference with Tenant's normal business operations in the rent payable hereunderPremises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building and the Complex; provided, however that unless such change is required by any governmental agency, Landlord shall reimburse Tenant for the reasonable cost of reprinting Tenant's stationery then on hand; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the BuildingBuilding and the Complex; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building and the Complex; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for site engineersTenant's use to a similar location within the garage which is part of the Complex; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, property management to enter the Premises for any reason whatsoever and maintenance personnel comprisingto make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the aggregatepublic and common areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises) and on the Land, approximately 600 rentable square feetso long as such prohibitions are in accordance with applicable law; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the foregoing standardsBuilding or the Land, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work as is required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilities, which approval shall not be unreasonably withheld, conditioned or delayedwalls and land by proper foundations. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's business or use or occupancy of the Premises. Landlord's activities and installations in the Premises shall not unreasonably interfere with Tenant's business operations in the Premises pursuant to this Section 23.2, and without diminishing all such installations in the rent payable hereunderPremises by Landlord pursuant to this Section 23.2 shall be appropriately concealed.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord, its employees or entity whatever claiming an interest in the Premises prior or superior agents. 23.2 Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building provided that Tenant’s access to the Premises is not permanently, materially and adversely affected; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of of, and make additions to, the Building; and (ii) subject Building provided that Tenant’s access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenantis not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises; (d) to grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant’s permitted use of the Premises; (e) to exclusively use and/or lease the roof areas and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for Tenant’s use, provided the same are on the Land and Tenant shall not be treated in a discriminatory manner as compared to other tenants in the Building; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiik) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject land by proper foundations. Subject to the foregoing standards, Tenant shall have approval rights over the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. With respect to (b), (c), (e), (g), (i) and (k) above, Landlord shall provide reasonable advance written notice and shall use commercially reasonable efforts to minimize interference with Tenant’s normal business operations in the rent payable hereunderPremises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that if Tenant shall pay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in under Landlord, subject to the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account provisions of an Event of Default by Tenant under this Lease, including, without limitation, Section 23.2 hereof. Landlord Tenant acknowledges and Tenant each acknowledge and agree agrees that Tenant's its leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenantexecuted, notwithstanding that the term of this Lease Term will not commence until a future date. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or or name of the Building, by providing at least four (4) months prior written notice to Tenant, or the arrangement and/or or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the BuildingBuilding (provided same does not materially, adversely affect Tenant’s use of or access to the Premises) and provided Landlord reimburses Tenant for the reasonable costs incurred as a result thereof, including but not limited to the costs for a reasonable supply of replacements stationary, business cards and promotional materials; and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the concealed portions of the Premises, subject to Section 12.1; and (iii) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular legal business or undertaking in the Building for site engineers, property management and maintenance personnel comprising, provided such right does not conflict with the Permitted Use as set forth in Article VI; (iv) in the aggregateevent that Tenant vacates the Premises prior to the expiration of the Lease Term, approximately 600 rentable square feetto make alterations to or otherwise prepare the Premises for re-occupancy by another tenant without relieving Tenant of its obligation to pay all base rent, additional rent and other sums due under this Lease through such expiration; and in number and locations that are typical for Class A suburban office buildings in (v) to grant anyone the Market Area exclusive right from time to time on a temporary basis to use any portion of the common public areas of the Building (provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall it does not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, ’s use of or access to the Premises). Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s use or occupancy of the Premises, provided that Landlord shall give Tenant reasonable prior written notice and agrees not to materially and adversely affect Tenant’s use or quiet enjoyment of the Premises and without diminishing the rent payable hereunderor access thereto.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that if Tenant shall pay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby createdof this Lease, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in under Landlord, subject to the Premises prior or superior to Tenant'sprovisions of Section 23.2 hereof. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord acknowledges and Tenant each acknowledge and agree agrees that Tenant's its leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenantexecuted, notwithstanding that the term of this Lease Term will not commence until a future date. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or or name of the Office Complex (provided that, if Tenant has already printed. stationery giving its address at the Premises, Landlord shall give Tenant at least sixty (60) days’ prior written notice of any such change in name or address and shall reimburse up to $10,000 in expenses incurred by Tenant to print new stationery and to notify persons with whom Tenant does business) or the arrangement and/or or, location of entrances, ; passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the BuildingOffice Complex; and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits in and through the Premiseswalls and ceilings of the Premises (provided that the same is done upon reasonable prior notice to Tenant and at such time or times, and pursuant to such conditions, as Tenant may reasonably specify); and (iii) to establish and maintain field offices grant anyone the exclusive right to conduct any particular business or undertaking in the Building for site engineers, property management and maintenance personnel comprising, in Office Complex (provided the aggregate, approximately 600 rentable square feetsame does not conflict or materially interfere with Tenant’s permitted use of the Premises); and (iv) to grant anyone the exclusive right to use any portion of the common or public areas in number and locations that are typical for Class A suburban office buildings in about the Market Area Office Complex (provided thatthe same does not conflict with or materially interfere with Tenant’s use of the Premises or general enjoyment of the common areas of the Office Complex). In addition, subject Landlord reserves to the foregoing standards, Tenant shall have approval rights itself and its successors and assigns total dominion and control over the particular size common and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayedpublic areas in and about the Office Complex. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights and authority without being deemed to be guilty .guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s use or occupancy of the Premises Premises, provided Landlord takes all reasonable steps to minimize any interference with Tenant’s use of the Premises. 23.3 Landlord agrees that it will not, without Tenant’s prior written consent, sell or transfer its interest in the building or effect a change in the constituency of Landlord such that it is no longer controlled by Xxxxxxxx X. Xxxxxxxxx and/or Xxxxxx X. Xxxxx or by one or more entities controlled by them, prior to the time at which construction of the building has been completed (including punch-list and without diminishing long-lead items). Following completion of construction of the rent payable hereunderbuilding, but subject to Section 15.3, Landlord’s right to sell the building or its” interest therein or to effect a change in the constituency of Landlord shall be unrestricted, and Tenant shall have no right of approval or disapproval with respect thereto. The restriction on transfer set forth in this Section 23.3 shall not apply to a sale pursuant to a bankruptcy or foreclosure proceeding.

COVENANTS OF LANDLORD. 22.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by any person or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord Tenant acknowledges and Tenant each acknowledge and agree agrees that Tenant's its leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenantexecuted, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed required by Legal Requirements applicable law in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premisesjudgment, to change the street address and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevatorselevators (other than those designated for the exclusive use of Tenant), stairs, toilets, or other public parts of the BuildingBuilding (provided that if Landlord changes the street address of the Building for any reason other than to comply with a Legal Requirement, then Landlord shall pay Tenant's reasonable costs of replacing its stationery); and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning provisions of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the PremisesSection 13.2 hereof, to erect, use and maintain pipes and conduits in and through the Premises; and (iii) to establish and maintain field offices in the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect interfere materially with Tenant's continuing and reasonably uninterrupted business functionsbusiness, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises Premises. 22.3 Landlord represents and without diminishing warrants that, to the rent payable hereunderbest of its knowledge and belief, there are no Hazardous Materials on, in or under the Land or the Building. Landlord covenants not to bring any Hazardous Materials onto the Land or the Building. Notwithstanding the foregoing, Landlord or its agents may use and store within the Building reasonable quantities of customary office and cleaning supplies; provided such items are stored, used and disposed of in accordance with applicable Legal Requirements. If any Legal Requirements require an investigation into the presence of any Hazardous Materials, or if any Hazardous Materials are actually discovered and Legal Requirements require abatement, remediation or removal, Landlord shall, at its sole cost and expense, abatx, xxmediate and remove all such Hazardous Materials as required by the applicable Legal Requirements. Landlord shall indemnify and hold Tenant harmless from any and all claims, damages, fines, judgments, penalties, costs, liabilities or losses arising during or after the Lease Term and arising from Landlord's breach of this Section 22.3.

COVENANTS OF LANDLORD. 22.1 Section 23.1. Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform all of its obligations hereunder prior to the expiration of applicable cure periods following notice of any default, if applicable, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises (i.e., quiet enjoyment) without disturbance, molestation or hindrance by any person Landlord or entity whatever claiming an interest in the Premises prior or superior Landlord’s Agents. Section 23.2. Subject to Tenant's. Nothing other applicable terms and provisions expressly provided in this Section 22.1Lease, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future date. 22.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or the arrangement and/or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts and name of the Building; and (ii) subject Building provided that Tenant’s access to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with is not permanently, materially and adversely affected; (b) to create additional entrances to the Building and to construct additions to the Building provided that Tenant’s access to the Premises is not permanently, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent materially and adversely affected; (51%c) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the plenum areas of the Premises; (d) to use or permit the use of the roof areas (but in a manner which shall limit any interference with Tenant’s use of the Roof Deck), the sidewalks and other exterior areas; (e) to resubdivide the Land or to combine the Land with other lands; (f) if Tenant vacates the Premises prior to the expiration of the Lease Term, to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and other sums due under this Lease through such expiration; (g) to construct improvements (including kiosks) on the Land and in the public and Common Areas of the Building; (h) to prohibit smoking in the entire Building or portions thereof (including the Premises), so long as such prohibitions are in accordance with applicable law; and (iiii) if any excavation or other substructure work shall be made or authorized to establish and maintain field offices in be made upon land adjacent to the Building or the Land, to enter the Premises for site engineers, property management the purpose of doing such work as is required to preserve the walls of the Building and maintenance personnel comprising, in to preserve the aggregate, approximately 600 rentable square feet; land from injury or damage and in number to support such walls and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject land by proper foundations. Subject to the foregoing standards, Tenant shall have approval rights over the particular size other applicable terms and locations of such facilities, which approval shall not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and provisions expressly provided in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functionsthis Lease, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's ’s business or use or occupancy of the Premises and without diminishing Tenant shall have no claim against Landlord in connection therewith. Landlord shall not take any of the rent payable hereunderforegoing actions if the same will result in a material reduction in Tenant’s rights or access to the Premises, or otherwise materially interfere with Tenant’s ability to use the Premises for the Permitted Uses, and Landlord shall use reasonable efforts to minimize interference with Tenant’s normal business operations in the Premises (subject, however, in all cases to governmental requirements, emergencies and/or temporary maintenance and repair activities, and in no event shall Landlord have any obligation to employ contractors or labor at overtime or other premium pay rates or incur any other overtime costs).

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make enter into this Lease for the term aforesaidLease, and Landlord covenants that if Tenant shallshall perform timely all of its obligations hereunder, then, subject to the provisions of this Lease, Tenant shall during the term hereby created, freely, Lease Term peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in the Premises prior or superior to Tenant's. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord and Tenant each acknowledge and agree that Tenant's leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenant, notwithstanding that the Lease Term will not commence until a future dateLandlord. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights rights: (all of which are hereby consented to by Tenant): (ia) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or and name of the Building; (b) to change the arrangement and/or and location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, toilets or other public parts of the Building; and (iic) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes pipes, wires, structural supports, ducts and conduits in and through the Premises; and (iiid) to establish and maintain field offices grant to anyone the exclusive right to conduct any particular business in the Building not inconsistent with Tenant's permitted use of the Premises; (e) to exclusively use and/or lease the roof areas, the sidewalks and other exterior areas; (f) to resubdivide the Land or to combine the Land with other lands; (g) to relocate any parking areas designated for site engineersTenant's use; (h) if Tenant vacates the Premises prior to the expiration of the Lease Term, property management to make Alterations to or otherwise prepare the Premises for reoccupancy without relieving Tenant of its obligation to pay all Base Rent, additional rent and maintenance personnel comprising, other sums due under this Lease through such expiration; (i) to construct improvements (including kiosks) on the Land and in the aggregatepublic and common areas of the Building; (j) to prohibit smoking in the entire Building or portions thereof (including the Premises), approximately 600 rentable square feetso long as such prohibitions are in accordance with applicable law; and in number and locations that are typical for Class A suburban office buildings in the Market Area provided that, subject (k) if any excavation or other substructure work shall be made or authorized to be made upon land adjacent to the foregoing standardsBuilding or the Land, Tenant shall have approval rights over to enter the particular size Premises for the purpose of doing such work as is required to preserve the walls of the Building and locations of to preserve the land from injury or damage and to support such facilities, which approval shall not be unreasonably withheld, conditioned or delayedwalls and land by proper foundations. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing and reasonably uninterrupted business functions, Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's business or use or occupancy of the Premises and without diminishing the rent payable hereunderPremises.

COVENANTS OF LANDLORD. 22.1 23.1 Landlord represents and covenants that it has the right to make this Lease for the term aforesaid, and Landlord covenants that if Tenant shall pay all rent when due and punctually perform all the covenants, terms, conditions and agreements of this Lease to be performed by Tenant, Tenant shall, during the term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises without disturbance, molestation or hindrance by Landlord or any person party claiming through or entity whatever claiming an interest in under Landlord, subject to the Premises prior or superior to Tenant'sprovisions of Section 23.2 hereof. Nothing in this Section 22.1, however, shall prevent Landlord from exercising any remedy available to it on account of an Event of Default by Tenant under this Lease. Landlord acknowledges and Tenant each acknowledge and agree agrees that Tenant's its leasehold estate in and to the Premises vests on the date this Lease is fully executed by Landlord and Tenantexecuted, notwithstanding that the term of this Lease Term will not commence until a future date. 22.2 23.2 Landlord hereby reserves to itself and its successors and assigns the following rights (all of which are hereby consented to by Tenant): (i) if imposed by Legal Requirements in Landlord's reasonable judgment after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to change the street address and/or or name of the Building, or the arrangement and/or or location of entrances, passageways, doors, doorways, corridors, elevators, stairs, toilets, or other public parts of the Building, provided, however, Landlord shall not voluntarily change the name of the Building to the name of a tenant in the Building for so long as Tenant leases the entire initial Premises; and (ii) subject to compliance with Landlord's obligations pursuant to Sections 8.1 and 11.1, if imposed by Legal Requirements or if necessary for the proper functioning of the Premises after consultation with Tenant, if Tenant and/or its Affiliates are the lessees of more than fifty-one percent (51%) of the Premises, to erect, use and maintain pipes and conduits (such pipes and conduits to be installed, at Landlord's option, above the ceiling, below the floor, concealed or "boxed in") in and through the Premises, provided that any such change or changes do not materially and adversely affect Tenant's ability to conduct its business at the Premises or materially and adversely affect its access to or use or enjoyment of the Premises; (iii) subject to Tenant's rights under this Lease, to grant to anyone the exclusive right to conduct any particular legal business or undertaking in the Building; and (iiiiv) to establish and maintain field offices in grant anyone the exclusive right from time to time on a temporary basis to use any portion of the common public areas of the Building for site engineers, property management and maintenance personnel comprising, in the aggregate, approximately 600 rentable square feet; and in number and locations that are typical for Class A suburban office buildings in the Market Area (provided that, subject to the foregoing standards, Tenant shall have approval rights over the particular size and locations of such facilities, which approval shall same does not be unreasonably withheld, conditioned or delayed. Provided Landlord acts reasonably and diligently and in a manner not likely to materially, adversely affect Tenant's continuing use of or access to the Premises or the parking deck and reasonably uninterrupted business functions, surface parking areas appurtenant to the Building). Landlord may exercise any or all of the foregoing rights without being deemed to be guilty of an eviction, actual or constructive, or a disturbance or interruption of the business of Tenant or of Tenant's use or occupancy of the Premises Premises. If, as a result of Landlord's change of street address or name of the Building, Tenant must replace its professional stationery, Landlord agrees to reimburse Tenant, up to Ten Thousand Dollars ($10,000.00) based on invoices presented to Landlord, for the reasonable cost of replacing stock on hand at the time of such change with stationery of equal amount and without diminishing the rent payable hereunderquality.