Common use of NO WAIVER; ENTIRE AGREEMENT Clause in Contracts

NO WAIVER; ENTIRE AGREEMENT. Section 31.01. The failure of Landlord to seek redress for violation of, or to insist upon the strict performance of, any covenant or condition of this Lease, or any of the Rules and Regulations set forth or hereafter adopted by Landlord shall not prevent a subsequent act which would have originally constituted a violation from having all the force and effect of an original violation. The receipt by Landlord of rent with knowledge of the breach of any covenant of this Lease shall not be deemed a waiver of such breach. The failure of Landlord to enforce any of the Rules and Regulations set forth, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by Landlord, unless such waiver be in writing signed by Landlord. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy in this Lease provided. Section 31.02. This Lease with the Schedules annexed hereto, if any, contains the entire agreement between Landlord and Tenant, and any executory agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, or effect an abandonment of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which enforcement of the change, modification, waiver, release, discharge, termination or the effecting of the abandonment is sought.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0132.01. The specific remedies to which Landlord may resort under the provisions of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which Landlord may be lawfully entitled in case of any breach or threatened breach by Landlord of any of the terms, covenants and conditions of this Lease. The failure of Landlord to seek redress for violation of, or to insist upon the strict performance ofof any of the terms, any covenant or condition covenants and conditions of this Lease, or to exercise any of the Rules and Regulations set forth right or hereafter adopted by Landlord remedy herein contained, shall not prevent be construed as a subsequent act which would have originally constituted a violation from having all waiver or relinquishment for the force and effect future of an original violationsuch term, covenant, condition, right or remedy. The A receipt by Landlord of minimum rent or additional rent with knowledge of the breach of any term, covenant or condition of this Lease shall not be deemed a waiver of such breach. The failure This Lease may not be changed or terminated orally. In addition to the other remedies in this Lease provided, Landlord shall be entitled to seek to restrain by injunction, the violation or attempted or threatened violation of Landlord to enforce any of the Rules terms, covenants and Regulations set forthconditions of this Lease or to a decree, or hereafter adopted, against Tenant and/or any other tenant court having jurisdiction in the Building shall not be deemed a waiver matter, compelling performance of any such Rules terms, covenants and Regulationsconditions. Section 32.02. No provision receipt of monies by Landlord from Tenant, after any re-entry or after the cancellation or termination of this Lease in any lawful manner, shall reinstate the Lease; and after the service of notice to terminate this Lease, or after commencement of any action, proceeding or other remedy, Landlord may demand, receive and collect any monies due, and apply them of account of Tenant's obligations under this Lease but without in any respect affecting such notice, action, proceeding or remedy, except that if a money judgment is being sought in any such action or proceeding, the amount of such judgment shall be deemed reduced by such payment. Section 32.03. If Tenant is in arrears in the payment of minimum rent or additional rent, Tenant waives its right, if any, to have been waived designate the items in arrears against which any payments made by Tenant are to be credited and Landlord may apply any of such payments to any such items in arrears as Landlord, unless in its sole discretion, shall determine, irrespective of any designation or request by Tenant as to the items against which any such waiver payments shall be in writing signed by Landlordcredited. Section 32.04. No payment by Tenant or nor receipt by Landlord of a lesser amount than the monthly rent herein stipulated may be required to be paid hereunder shall be deemed to be other than on account of the earliest stipulated rentany such payment, nor shall any endorsement or statement on any check or any letter accompanying any check or tendered as payment as rent be deemed an accord and satisfaction, satisfaction and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent payment due or pursue any other remedy in this Lease provided. Section 31.0232.05. This Lease with and the Schedules annexed hereto, if any, contains hereto constitute the entire agreement between Landlord and TenantTenant referable to the Demised Premises, and all prior negotiations and agreements are merged herein. Section 32.06. If any executory agreement hereafter made between Landlord and Tenant shall term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be ineffective to changeinvalid or unenforceable, modify, waive, release, discharge, terminate, or effect an abandonment the remainder of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which enforcement of the change, modification, waiver, release, discharge, termination or the effecting application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the abandonment is soughtfullest extent permitted by law.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0130.01. The failure of Landlord either party to seek redress for violation of, or to insist upon the strict performance ofof any covenant, any covenant agreement, term, provision or condition of this Lease, or any of the Rules rules and Regulations set forth or hereafter adopted by Landlord regulations, shall not prevent constitute a waiver thereof, and the parties shall have all remedies provided herein and by applicable law with respect to any subsequent act act, which would have originally constituted a violation from having all the force and effect of an original violation. The receipt by Landlord of rent with knowledge of the breach of any covenant covenant, agreement, term, provision or condition of this Lease shall not be deemed a waiver of such breach. The failure of Landlord to enforce any of the Rules and Regulations set forth, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by Landlord, unless such waiver be in writing signed by Landlord. No payment by Tenant or receipt by Landlord of a lesser amount than the that monthly rent Fixed Rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rentsuch Fixed Rent or additional rent or other charge owing by Tenant, as Landlord shall elect, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed binding on Landlord or an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such the Fixed Rent, additional rent or other charges owing by Xxxxxx, and to pursue any other each and every remedy in this Lease or by law provided. The receipt and retention by Landlord of Fixed Rent or additional rent from anyone other than Tenant shall not be deemed a waiver by Landlord of any breach by Tenant of any covenant, agreement, term, provision or condition herein contained, or the acceptance of such other person as a tenant, or a release of Tenant from the further performance by Tenant of the covenants, agreements, terms, provision and conditions herein contained. Section 31.0230.02. This Lease with the Schedules annexed heretoschedules, riders and exhibits, if any, annexed hereto contains the entire agreement between Landlord and Tenant, and any executory agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, terminate or effect an a surrender or abandonment of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which whom enforcement is sought. If Tenant shall have any right to an extension or renewal of the changeTerm, modificationor any right to lease other space from Landlord, waiverLandlord's exercise of Landlord's right to terminate this Lease shall operate, releaseipso facto, dischargeto terminate such renewal extension or other right, termination whether or not theretofore exercised by Tenant. Any option on the effecting part of Tenant herein contained for an extension or renewal hereof shall not be deemed to give Tenant any option for a further extension beyond the abandonment is soughtrenewal or extended term provided for herein.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0132.01. The specific remedies to which Landlord may resort under the provisions of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which Landlord may be lawfully entitled in case of any breach or threatened breach by Landlord of any of the terms, covenants and conditions of this Lease. The failure of Landlord to seek redress for violation of, or Tenant to insist upon the strict performance ofof any of the terms, any covenant or condition covenants and conditions of this Lease, or to exercise any of the Rules and Regulations set forth right or hereafter adopted by Landlord remedy herein contained, shall not prevent be construed as a subsequent act which would have originally constituted a violation from having all waiver or relinquishment for the force and effect future of an original violationsuch term, covenant, condition, right or remedy. The A receipt by Landlord of minimum rent or additional rent with knowledge of the breach of any term, covenant or condition of this Lease shall not be deemed a waiver of such breach. The failure This Lease may not be changed or terminated orally. In addition to the other remedies in this Lease provided, Landlord shall be entitled to seek to restrain by injunction, the violation or attempted or threatened violation of Landlord to enforce any of the Rules terms, covenants and Regulations set forthconditions of this Lease or to a decree, or hereafter adopted, against Tenant and/or any other tenant court having jurisdiction in the Building shall not be deemed a waiver matter, compelling performance of any such Rules terms, covenants and Regulationsconditions. Section 32.02. No provision receipt of monies by Landlord from Tenant, after any re-entry or after the cancellation or termination of this Lease in any lawful manner, shall reinstate the Lease; and after the service of notice to terminate this Lease, or after commencement of any action, proceeding or other remedy, Landlord may demand, receive and collect any monies due, and apply them of account of Tenant's obligations under this Lease but without in any respect affecting such notice, action, proceeding or remedy, except that if a money judgment is being sought in any such action or proceeding, the amount of such judgment shall be deemed reduced by such payment. Section 32.03. If Tenant is in arrears in the payment of minimum rent or additional rent, Tenant waives its right, if any, to have been waived designate the items in arrears against which any payments made by Tenant are to be credited and Landlord may apply any of such payments to any such items in arrears as Landlord, unless in its sole discretion, shall determine, irrespective of any designation or request by Tenant as to the items against which any such waiver payments shall be in writing signed by Landlordcredited. Section 32.04. No payment by Tenant or nor receipt by Landlord of a lesser amount than the monthly rent herein stipulated may be required to be paid hereunder shall be deemed to be other than on account of the earliest stipulated rentany such payment, nor shall any endorsement or statement on any check or any letter accompanying any check or tendered as payment as rent be deemed an accord and satisfaction, satisfaction and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent payment due or pursue any other remedy in this Lease provided. Section 31.0232.05. This Lease with and the Schedules annexed hereto, if any, contains hereto constitute the entire agreement between Landlord and TenantTenant referable to the Demised Premises, and all prior negotiations and agreements are merged herein. Section 32.06. If any executory agreement hereafter made between Landlord and Tenant shall term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be ineffective to changeinvalid or unenforceable, modify, waive, release, discharge, terminate, or effect an abandonment the remainder of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which enforcement of the change, modification, waiver, release, discharge, termination or the effecting application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the abandonment is soughtfullest extent permitted by law.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0132.01. The specific remedies to which Landlord or Tenant may resort under the provisions of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which Landlord or Tenant may be lawfully entitled in case of any breach or threatened breach by the other of any of the terms, covenants and conditions of this Lease. The failure of Landlord to seek redress for violation of, or Tenant to insist upon the strict performance ofof any of the terms, any covenant or condition covenants and conditions of this Lease, or to exercise any of the Rules and Regulations set forth right or hereafter adopted by Landlord remedy herein contained, shall not prevent be construed as a subsequent act which would have originally constituted a violation from having all waiver or relinquishment for the force and effect future of an original violationsuch term, covenant, condition, right or remedy. The A receipt by Landlord or payment by Tenant of minimum rent or additional rent with knowledge of the breach of any term, covenant or condition of this Lease shall not be deemed a waiver of such breach. The failure This Lease may not be changed or terminated orally. In addition to the other remedies in this Lease provided, Landlord and Tenant shall be entitled to seek to restrain by injunction, the violation or attempted or threatened violation of Landlord to enforce any of the Rules terms, covenants and Regulations set forthconditions of this Lease or to a decree, or hereafter adopted, against Tenant and/or any other tenant court having jurisdiction in the Building shall not be deemed a waiver matter, compelling performance of any such Rules terms, covenants and Regulationsconditions. Section 32.02. No provision receipt of monies by Landlord from Tenant, after any re-entry or after the cancellation or termination of this Lease in any lawful manner, shall reinstate the Lease; and after the service of notice to terminate this Lease, or after commencement of any action, proceeding or other remedy, Landlord may demand, receive and collect any monies due, and apply them of account of Tenant's obligations under this Lease but without in any respect affecting such notice, action, proceeding or remedy, except that if a money judgment is being sought in any such action or proceeding, the amount of such judgment shall be deemed reduced by such payment. Section 32.03. If Tenant is in arrears in the payment of minimum rent or additional rent, Tenant waives its right, if any, to have been waived designate the items in arrears against which any payments made by Tenant are to be credited and Landlord may apply any of such payments to any such items in arrears as Landlord, unless in its sole discretion, shall determine, irrespective of any designation or request by Tenant as to the items against which any such waiver payments shall be in writing signed by Landlordcredited. Section 32.04. No payment by Tenant or nor receipt by Landlord of a lesser amount than the monthly rent herein stipulated may be required to be paid hereunder shall be deemed to be other than on account of the earliest stipulated rentany such payment, nor shall any endorsement or statement on any check or any letter accompanying any check or tendered as payment as rent be deemed an accord and satisfaction, satisfaction and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent payment due or pursue any other remedy in this Lease provided. Section 31.0232.05. This Lease with and the Schedules annexed hereto, if any, contains hereto constitute the entire agreement between Landlord and TenantTenant referable to the Demised Premises, and all prior negotiations and agreements are merged herein. Section 32.06. If any executory agreement hereafter made between Landlord and Tenant shall term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be ineffective to changeinvalid or unenforceable, modify, waive, release, discharge, terminate, or effect an abandonment the remainder of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which enforcement of the change, modification, waiver, release, discharge, termination or the effecting application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the abandonment is soughtfullest extent permitted by law.

NO WAIVER; ENTIRE AGREEMENT. Section 31.01. SECTION 13.01 The failure of Landlord to seek redress for violation of, or to ------------- insist upon the strict performance ofof any covenant, any covenant agreement, term, provision or condition of this Lease, or any of the Rules shall not constitute a waiver thereof and Regulations set forth or hereafter adopted by Landlord shall not prevent a have all remedies provided herein and by applicable law with respect to any subsequent act act, which would have originally constituted a violation from having all the force and effect of an original violation. The receipt by Landlord of rent with knowledge of the breach of any covenant covenant, agreement, term, provision or condition of this Lease shall not be deemed a waiver of such breach. The failure of Landlord to enforce any of the Rules and Regulations set forth, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by Landlordwaived, unless such waiver be in writing signed by Landlordthe party against whom enforcement is sought. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rentsuch rent or additional rent or other charge owing by Tenant, as Landlord shall elect, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed binding on Landlord or an accord and satisfaction, and Landlord may accept such check or of payment without prejudice to Landlord's right to recover the balance of such the rent, additional rent or other charges owing by Tenant, and to pursue any other each and every remedy in this Lease or by law provided. Each right and remedy of Landlord provided for in this Lease shall be cumulative and shall be in addition to every other right or remedy provided for in this Lease or now or hereafter existing at law or in equity or by statute or otherwise. Section 31.02. SECTION 13.02 This Lease with the Schedules annexed hereto, if any, hereto contains the entire ------------- agreement between Landlord and Tenant, and any executory agreement hereafter made between Landlord and Tenant shall Tenant, be ineffective in effective to change, modify, waive, release, discharge, terminate, terminate or effect an a surrender or abandonment of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which whom enforcement of the change, modification, waiver, release, discharge, termination or the effecting of the abandonment is sought.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0123.01. No agreement to accept a surrender of this Lease shall be valid unless in writing signed by Landlord. No employee of Landlord or of Landlord’s agents shall have any power to accept the keys of the demised premises prior to the termination of this Lease. The delivery of keys to any employee of Landlord or of Landlord’s agent shall not operate as a termination of this Lease or a surrender of the demised premises. In the event of Tenant at any time desiring to have Landlord sublet the premises for Tenant’s account, Landlord or Landlord’s agents are authorized to receive said keys for such purpose without releasing Tenant from any of the obligations under this Lease. The failure of Landlord to seek redress for violation of, or to insist upon the strict performance of, any covenant or condition of this Lease, Lease or any of the Rules and Regulations set forth herein, or hereafter adopted by Landlord, shall not prevent a subsequent act, which would have originally constituted a violation, from having all the force and effect of an original violation. The failure by Tenant to seek redress for violation of, or to insist upon strict performance of, any covenant or condition of this Lease by Landlord shall not prevent a subsequent act act, which would have originally constituted a violation violation, from having all the force and effect of an original violation. The receipt by Landlord of rent with knowledge of the breach of any covenant of this Lease shall not be deemed a waiver of such breach. The failure of Landlord to enforce any of the Rules and Regulations set forthforth herein, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No Further, notwithstanding anything to the contrary contained herein, no provision of this Lease shall be deemed to have been waived by LandlordLandlord or Tenant, as the case may be, unless such a waiver be in writing signed by LandlordLandlord or Tenant, as the case may be. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as of rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's ’s right to recover the balance of such rent or pursue any other remedy in this Lease provided. Section 31.0223.02. This Lease with (including the Schedules annexed Exhibits hereto, if any, ) contains the entire agreement between Landlord and Tenant, the parties and any executory agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, discharge or effect an abandonment of this Lease, it in whole or in part, part unless such executory agreement is in writing and signed by the party against which whom enforcement of the change, modification, waiver, release, discharge, termination discharge or the effecting of the abandonment is sought. 23.03. This Lease shall be governed by, and construed in accordance with, the laws of the State of New York applicable to agreements of its type, nature and kind made and to be performed wholly within said State and without giving effect to the conflict of laws principles.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0130.01. The failure of the Landlord or Tenant to seek redress for violation of, or to insist upon the strict performance ofof any covenant, any covenant agreement, term, provision or condition of this Lease, or any of the Rules rules and Regulations set forth or hereafter adopted by Landlord regulations, shall not prevent constitute a waiver thereof, and Landlord or (except as otherwise provided in this Lease) Tenant, as the case may be, shall have all remedies provided herein and by applicable law with respect to any subsequent act which would have originally constituted a violation from having all the force and effect of an original violation. The receipt by Landlord of Fixed Rent and/or additional rent with knowledge of the breach of any covenant covenant, agreement, term, provision or condition of this Lease shall not be deemed a waiver of such breach. The failure of Landlord to enforce any of the Rules and Regulations set forth, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by LandlordLandlord or Tenant, unless such waiver be in writing signed by LandlordLandlord or Tenant, as the case may be. No payment Landlord and Tenant each hereby expressly waive any right that Landlord or Tenant might otherwise have to raise or assert either the aforesaid failure of the other party to enforce rights, seek redress or insist upon strict performance, or the aforesaid receipt by Landlord or Tenant of Fixed Rent and/or additional rent, as a basis for any defense or counterclaim in any legal, equitable or other proceeding in which Landlord or Tenant shall seek to enforce any rights, covenants or conditions under this Lease. The remedies provided in this Lease shall be cumulative and shall not in any way abridge, modify or preclude any other rights or remedies to which Landlord or (except as otherwise provided in this Lease) Tenant may be entitled under this Lease, at law or in equity. Without limiting the generality of the foregoing, Tenant expressly agrees that, upon the occurrence of an Event of Default, Landlord shall be entitled to exercise all of the rights set forth in Article 15 above (including the right to terminate this Lease), notwithstanding that this Lease provides that Landlord may cure the default or otherwise perform the obligation of Tenant which gave rise to such Event of Default, and regardless of whether Landlord shall have effected such cure or performed such obligation. The receipt and retention by Landlord of Fixed Rent or additional rent from any person other than Tenant shall not be deemed a waiver by Landlord of any breach by Tenant or receipt by Landlord any covenant, agreement, term, provision or condition herein contained, or the acceptance of such other person as a lesser amount than tenant, or a release of Tenant from the monthly rent herein stipulated shall be deemed to be other than on account further performance of the earliest stipulated rentcovenants, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed an accord agreements, terms, provisions and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy in this Lease providedconditions herein contained. Section 31.0230.02. This Lease Lease, with the Schedules annexed heretoschedules, riders and exhibits, if any, annexed hereto, contains the entire agreement between Landlord and Tenant, and any executory agreement heretofore made shall be deemed merged herein. Any agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, terminate or effect an a surrender or abandonment of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which whom enforcement is sought. All of the changeschedules, modificationriders and exhibits, waiverif any, release, discharge, termination annexed hereto are incorporated herein and made a part hereof as though fully set forth herein. If Tenant shall have any right to an extension or the effecting renewal of the abandonment Term, or any right to lease other space from Landlord, Landlord's exercise of Landlord's right to terminate this Lease shall operate, ipso facto, to terminate such renewal, extension or other right, whether or not theretofore exercised by Tenant. Any option on the part of Tenant herein contained for an extension or renewal hereof shall not be deemed to give Tenant any option for a further extension beyond the renewal or extended term. No option or right granted to Tenant under this Lease to terminate, extend, or make any other election, shall be exercisable or valid during such time as Tenant is soughtin default under this Lease beyond the expiration of any applicable notice and cure period.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0123.01. No agreement to accept a surrender of this Lease shall be valid unless in writing signed by Landlord. No employee of Landlord or of Landlord's agents shall have any power to accept the keys of the demised premises prior to the termination of this Lease. The delivery of keys to any employee of Landlord or of Landlord's agent shall not operate as a termination of this Lease or a surrender of the demised premises. The failure of either Landlord or Tenant to seek redress for violation of, or to insist upon the strict performance of, any covenant covenant, agreement, term, provision or condition of this Lease, or any of the Rules and Regulations set forth or hereafter adopted by Landlord shall not prevent a subsequent act which would have originally constituted a violation violation, from having all the force and effect of an original violation. The receipt by Landlord of rent with knowledge of the breach of any covenant covenant, agreement, term, provision or condition of this Lease shall not be deemed a waiver of such breach. The Subject to Section 22.02, the failure of Landlord to enforce any of the Rules and Regulations set forthforth herein, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by Landlord, Landlord or Tenant unless such a waiver be in writing signed by Landlordsuch party. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as of rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy in this Lease provided. Section 31.0223.02. This Lease with and any agreements executed contemporaneously herewith and which, by their terms, expressly provide for their survival subsequent to the Schedules annexed hereto, if any, contains execution and delivery of this Lease contain the entire agreement between Landlord and Tenant, the parties and any executory agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, discharge or effect an abandonment of this Lease, it in whole or in part, part unless such executory agreement is in writing and signed by the party against which whom enforcement of the change, modification, waiver, release, discharge, termination discharge or the effecting of the abandonment is sought. 23.03. This Lease shall be governed by, and construed in accordance with, the laws of the State of New York applicable to agreements of its type, nature and kind made and to be performed wholly within said State and without giving effect to the conflict of laws principles. 23.04. Each payment or other charge payable by Tenant to Landlord under this Lease (other than for the payment of basic annual rent) shall be, and be deemed to be, additional rent.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0132.01. The specific remedies to which Landlord may resort under the provisions of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which Landlord may be lawfully entitled in case of any breach or threatened breach by Landlord of any of the terms, covenants and conditions of this Lease. The failure of Landlord to seek redress for violation of, or to insist upon the strict performance ofof any of the terms, any covenant or condition covenants and conditions of this Lease, or to exercise any of the Rules and Regulations set forth right or hereafter adopted by Landlord remedy herein contained, shall not prevent be construed as a subsequent act which would have originally constituted a violation from having all waiver or relinquishment for the force and effect future of an original violationsuch term, covenant, condition, right or remedy. The A receipt by Landlord of minimum rent or additional rent with knowledge of the breach of any term, covenant or condition of this Lease shall not be deemed a waiver of such breach. The failure This Lease may not be changed or terminated orally. In addition to the other remedies in this Lease provided, Landlord shall be entitled to seek to restrain by injunction, the violation or attempted or threatened violation of Landlord to enforce any of the Rules terms, covenants and Regulations set forth, conditions of this Lease or hereafter adopted, against Tenant and/or to a decree by any other tenant court having jurisdiction in the Building shall not be deemed a waiver matter, compelling performance of any such Rules terms, covenants and Regulationsconditions. Section 32.02. No provision receipt of monies by Landlord from Tenant, after any re-entry or after the cancellation or termination of this Lease in any lawful manner, shall reinstate the Lease; and after the service of notice to terminate this Lease, or after commencement of any action, proceeding or other remedy, Landlord may demand, receive and collect any monies due, and apply them of account of Tenant's obligations under this Lease but without in any respect affecting such notice, action, proceeding or remedy, except that if a money judgment is being sought in any such action or proceeding, the amount of such judgment shall be deemed reduced by such payment. Section 32.03. If Tenant is in arrears in the payment of minimum rent or additional rent, Tenant waives its right, if any, to have been waived designate the items in arrears against which any payments made by Tenant are to be credited and Landlord may apply any of such payments to any such items in arrears as Landlord, unless in its sole discretion, shall determine, irrespective of any designation or request by Tenant as to the items against which any such waiver payments shall be in writing signed by Landlordcredited. Section 32.04. No payment by Tenant or nor receipt by Landlord of a lesser amount than the monthly rent herein stipulated may be required to be paid hereunder shall be deemed to be other than on account of the earliest stipulated rentany such payment, nor shall any endorsement or statement on any check or any letter accompanying any check or tendered as payment as rent be deemed an accord and satisfaction, satisfaction and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent payment due or pursue any other remedy in this Lease provided. Section 31.0232.05. This Lease with and the Schedules annexed hereto, if any, contains hereto constitute the entire agreement between Landlord and TenantTenant referable to the Demised Premises, and all prior negotiations and agreements are merged herein. Section 32.06. If any executory agreement hereafter made between Landlord and Tenant shall term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be ineffective to changeinvalid or unenforceable, modify, waive, release, discharge, terminate, or effect an abandonment the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. Section 32.07. Tenant acknowledges that Landlord will contract or has contracted with one or more providers of telecommunications services for the installation of cable, wire and related electrical, electronic or mechanical devices in whole or in partthe Building sufficient to provide telecommunications services to the Demised Premises, and Tenant agrees to engage such a provider, as designated by Landlord, to provide such services, unless another provider selected by Tenant and reasonably approved by Landlord agrees to provide such executory agreement is in writing services to Tenant at a lower cost than the provider designated by Landlord. In such event Landlord shall have the right to cause the service provider designated by Landlord to match the cost and signed level of service chargeable by the party against provider selected by Tenant, in which enforcement event Tenant agrees to engage the provider designated by Landlord. Section 32.08. It is understood and agreed that this Lease is submitted to Tenant on the understanding that it shall not be considered an offer and shall not bind Landlord in any way whatsoever until (i) Tenant has duly executed and delivered duplicate originals to Landlord, and (ii) Landlord has executed and delivered one of the change, modification, waiver, release, discharge, termination or the effecting of the abandonment is soughtsaid fully executed originals to Tenant.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0123.01. No agreement to accept a surrender of this Lease shall be valid unless in writing signed by Landlord. No employee of Landlord or of Landlord's agents shall have any power to accept the keys of the demised premises prior to the termination of this Lease. The delivery of keys to any employee of Landlord or of Landlord's agent shall not operate as a termination of this Lease or a surrender of the demised premises. The failure of either Landlord or Tenant to seek redress for violation of, or to insist upon the strict performance of, any covenant covenant, agreement, term, provision or condition of this Lease, or any of the Rules and Regulations set forth or hereafter adopted by Landlord shall not prevent a subsequent act act, which would have originally constituted a violation violation, from having all the force and effect of an original violation. The receipt by Landlord of rent with knowledge of the breach of any covenant covenant, agreement, term, provision or condition of this Lease shall not be deemed a waiver of such breach. The Subject to Section 22.02, the failure of Landlord to enforce any of the Rules and Regulations set forthforth herein, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by Landlord, Landlord or Tenant unless such a waiver be in writing signed by Landlordsuch party. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as of rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy in this Lease provided. Section 31.0223.02. This Lease with and the Schedules annexed heretoagreements executed contemporaneously herewith and which, if anyby their terms, contains expressly provide for their survival subsequent to the execution and delivery of this Lease contain the entire agreement between Landlord and Tenant, the parties and any executory agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, discharge or effect an abandonment of this Lease, it in whole or in part, part unless such executory agreement is in writing and signed by the party against which whom enforcement of the change, modification, waiver, release, discharge, termination discharge or the effecting of the abandonment is sought. 23.03. This Lease shall be governed by, and construed in accordance with, the laws of the State of New York applicable to agreements of its type, nature and kind made and to be performed wholly within said State and without giving effect to the conflict of laws principles. 23.04. Each payment or other charge payable by Tenant to Landlord under this Lease (other than for the payment of basic annual rent) shall be, and be deemed to be, additional rent.

NO WAIVER; ENTIRE AGREEMENT. Section 31.01. The failure of Landlord either party hereto to seek redress for violation of, or to insist upon the strict performance of, any covenant or condition of this Lease, or any of the Rules and Regulations set forth herein or hereafter adopted by Landlord Landlord, shall not prevent a subsequent act act, which would have originally constituted a violation hereof, from having all the force and effect of an original violation. The receipt by Landlord or the payment by Tenant of rent with knowledge of the breach of any covenant of this Lease shall not be deemed a waiver of such breach. The failure of Landlord to enforce any of the Rules and Regulations set forth, or hereafter adopted, against Tenant and/or any other tenant in the Building shall not be deemed a waiver of any such Rules and Regulations. No provision of this Lease shall be deemed to have been waived by Landlord, either party unless such waiver be in writing and signed by Landlordthe party to be charged. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's ’s right to recover the balance of such rent or pursue any other remedy in this Lease provided. Section 31.02. This Lease with the Schedules Exhibits annexed hereto, if any, hereto contains the entire agreement between Landlord and Tenant, Tenant and any executory agreement hereafter made between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge, terminate, terminate or effect an abandonment of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which whom enforcement of the change, modification, waiver, release, discharge, termination or the effecting of the abandonment is sought. 31.03. If any term or provision of this Lease shall to any extent be invalid or unenforceable, the remainder of this Lease shall not be affected thereby and the balance of the terms and provisions of this Lease shall be valid and enforceable to the fullest extent either as specified hereunder or as permitted by law.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0132.01. The specific remedies to which Landlord may resort under the provisions of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which Landlord may be lawfully entitled in case of any breach or threatened breach by Landlord of any of the terms, covenants and conditions of this Lease. The failure of Landlord to seek redress for violation of, or to insist upon the strict performance ofof any of the terms, any covenant or condition covenants and conditions of this Lease, or to exercise any of the Rules and Regulations set forth right or hereafter adopted by Landlord remedy herein contained, shall not prevent be construed as a subsequent act which would have originally constituted a violation from having all waiver or relinquishment for the force and effect future of an original violationsuch term, covenant, condition, right or remedy. The A receipt by Landlord of minimum rent or additional rent with knowledge of the breach of any term, covenant or condition of this Lease shall not be deemed a waiver of such breach. The failure This Lease may not be changed or terminated orally. In addition to the other remedies in this Lease provided, Landlord shall be entitled to seek to restrain by injunction, the violation or attempted or threatened violation of Landlord to enforce any of the Rules terms, covenants and Regulations set forthconditions of this Lease or to a decree, or hereafter adopted, against Tenant and/or any other tenant court having jurisdiction in the Building shall not be deemed a waiver matter, compelling performance of any such Rules terms, covenants and Regulationsconditions. Section 32.02. No provision receipt of monies by Landlord from Tenant, after any re-entry or after the cancellation or termination of this Lease in any lawful manner, shall reinstate the Lease; and after the service of notice to terminate this Lease, or after commencement of any action, proceeding or other remedy, Landlord may demand, receive and collect any monies due, and apply them of account of Tenant's obligations under this Lease but without in any respect affecting such notice, action, proceeding or remedy, except that if a money judgment is being sought in any such action or proceeding, the amount of such judgment shall be deemed reduced by such payment. Section 32.03. If Tenant is in arrears in the payment of minimum rent or additional rent, Tenant waives its right, if any, to have been waived designate the items in arrears against which any payments made by Tenant are to be credited and Landlord may apply any of such payments to any such items in arrears as Landlord, unless in its sole discretion, shall determine, irrespective of any designation or request by Tenant as to the items against which any such waiver payments shall be in writing signed by Landlordcredited. Section 32.04. No payment by Tenant or nor receipt by Landlord of a lesser amount than the monthly rent herein stipulated may be required to be paid hereunder shall be deemed to be other than on account of the earliest stipulated rentany such payment, nor shall any endorsement or statement on any check or any letter accompanying any check or tendered as payment as rent be deemed an accord and satisfaction, satisfaction and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent payment due or pursue any other remedy in this Lease provided. Section 31.0232.05. This Lease with and the Schedules annexed hereto, if any, contains hereto constitute the entire agreement between Landlord and TenantTenant referable to the Demised Premises, and all prior negotiations and agreements are merged herein. Section 32.06. If any executory agreement hereafter made between Landlord and Tenant shall term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be ineffective to changeinvalid or unenforceable, modify, waive, release, discharge, terminate, or effect an abandonment the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. Section 32.07. Tenant acknowledges that Landlord will contract or has contracted with one or more providers of telecommunications services for the installation of cable, wire and related electrical, electronic or mechanical devices in whole or in partthe Building sufficient to provide telecommunications services to the Demised Premises, and Tenant agrees to engage such a provider, as designated by Landlord, to provide such services, unless another provider selected by Tenant and approved by Landlord agrees to provide such executory agreement is in writing and signed services to Tenant at a lower cost than the provider designated by Landlord. In such event Landlord shall have the right to cause the service provider designated by Landlord to match the cost chargeable by the party against provider selected by Tenant, in which enforcement event Tenant agrees to engage the provider designated by Landlord, provided such provider designated by Landlord shall be able to provide substantially equivalent service as that to be provided by Tenant's service provider. However, if the provider is an affiliate or client of Tenant, Tenant may use such provider. Section 32.08. Tenant, at its cost, may use its prorata share of the changeavailable space in the Building's telephone risers, modificationfor the installation of its telecommunication/data wiring, waiveras shown on Tenant's approved plans. Tenant, releaseat its cost, discharge, termination or shall repair any damage to the effecting Building caused by the installation and/or maintenance of the abandonment is soughtsuch wiring.

NO WAIVER; ENTIRE AGREEMENT. Section 31.0132.01. The specific remedies to which Landlord may resort under the provisions of this Lease are cumulative and are not intended to be exclusive of any other remedies or means of redress to which Landlord may be lawfully entitled in case of any breach or threatened breach by Tenant of any of the terms, covenants and conditions of this Lease. The failure of Landlord to seek redress for violation ofor Tenant, or as the case may be, to insist upon the strict performance ofof any of the terms, any covenant or condition covenants and conditions of this Lease, or to exercise any of the Rules and Regulations set forth right or hereafter adopted by Landlord remedy herein contained, shall not prevent be construed as a subsequent act which would have originally constituted a violation from having all waiver or relinquishment for the force and effect future of an original violationsuch term, covenant, condition, right or remedy. The A receipt by Landlord Landlord, or payment by Tenant, of minimum rent or additional rent with knowledge of the breach of any term, covenant or condition of this Lease shall not be deemed a waiver of such breach. The failure This Lease may not be changed or terminated orally. In addition to the other remedies in this Lease provided, Landlord shall be entitled to seek to restrain by injunction, the violation or attempted or threatened violation of Landlord to enforce any of the Rules terms, covenants and Regulations set forthconditions of this Lease or to a decree, or hereafter adopted, against Tenant and/or any other tenant court having jurisdiction in the Building shall not be deemed a waiver matter, compelling performance of any such Rules terms, covenants and Regulationsconditions. Section 32.02. No provision receipt of monies by Landlord from Tenant, after any re-entry or after the cancellation or termination of this Lease in any lawful manner, shall reinstate the Lease; and after the service of notice to terminate this Lease, or other remedy, Landlord may demand, receive and collect any monies due, and apply them of account of Tenant's obligations under this Lease but without in any respect affecting such notice, action, proceeding or remedy, except that if a money judgment is being sought in any such action or proceeding, the amount of such judgment shall be deemed reduced by such payment. Section 32.03. If Tenant is in arrears in the payment of minimum rent or additional rent, Tenant waives its right, if any, to have been waived designate the items in arrears against which any payments made by Tenant are to be credited and Landlord may apply any of such payments to any such items in arrears as Landlord, unless in its sole discretion, shall determine, irrespective of any designation or request by Tenant as to the items against which any such waiver payments shall be in writing signed by Landlordcredited. Section 32.04. No payment by Tenant or nor receipt by Landlord of a lesser amount than the monthly rent herein stipulated may be required to be paid hereunder shall be deemed to be other than on account of the earliest stipulated rentany such payment, nor shall any endorsement or statement on any check or any letter accompanying any check or tendered as payment as rent be deemed an accord and satisfaction, satisfaction and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent payment due or pursue any other remedy in this Lease provided. Section 31.0232.05. This Lease with and the Schedules annexed hereto, if any, contains hereto constitute the entire agreement between Landlord and TenantTenant referable to the Demised Premises, and all prior negotiations and agreements are merged herein. Section 32.06. If any executory agreement hereafter made between Landlord and Tenant shall term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be ineffective to changeinvalid or unenforceable, modify, waive, release, discharge, terminate, or effect an abandonment the remainder of this Lease, in whole or in part, unless such executory agreement is in writing and signed by the party against which enforcement of the change, modification, waiver, release, discharge, termination or the effecting application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforced to the abandonment is soughtfullest extent permitted by law.