Tenant and Landlord acknowledge that Mortgagee is the beneficiary under the Letter of Credit (as defined in the Lease) and notwithstanding anything contained in the Mortgage or other Loan documents to the contrary, Mortgagee agrees that it will draw under the Letter of Credit only in accordance with Section 8.15 of that certain construction loan agreement between Mortgagee and Landlord of even date herewith, a copy of which section is attached hereto and incorporated herein. Each of Tenant and Landlord agree with Mortgagee, notwithstanding anything to the contrary contained in the Lease, that until such time as all of the conditions to Mortgagee's obligation to advance the final $10,000,000 of loan proceeds under the Loan have been satisfied, (a) the face amount of the Letter of Credit shall not be reduced as set forth in Section 24.17(b) of the Lease (although the face amount shall be reduced as provided in the Lease starting one year after the "Commencement Date" (as defined in the Lease) if such conditions have then been satisfied); and (b) the Mortgagee shall not be subject to any restriction in the Lease that seeks to prevent draws under the Letter of Credit prior to substantial completion of Landlord's Work (although draws shall remain subject to Section 8.15 attached); and until all indebtedness secured by the Mortgage is repaid, (c) Tenant shall not seek to exercise any rights it may have under the Lease to substitute for the Letter of Credit by a cash deposit or otherwise unless Mortgagee gives its prior consent to such substitution; (d) the Letter of Credit secures, inter alia, all obligations of Landlord to Mortgagee under the Loan; and (c) the form of the Letter of Credit and the issuer thereof (and all replacements and subsequent issuers thereof) shall be subject to Mortgagee's approval at all times, which approval shall not be unreasonably withheld (i) as to any issuer meeting the requirements of Section 24.17(c) of the Lease (and First National Bank of Boston and Chemical Bank are hereby approved as issuers) and (ii) as to any form that is no less favorable to Mortgagee than the form of letter of credit attached hereto as Exhibit LC. Tenant further acknowledges and agrees with Mortgagee that all rights of and liabilities owed to Tenant (whether arising directly or indirectly, by operation of law, contract or otherwise) on account of any draws made under the Letter of Credit by Mortgagee in accordance with Section 8.15 attached are expressly subordinated in all ...
Tenant and Landlord. EXPRESSLY AGREE THAT THERE ARE AND SHALL BE NO IMPLIED WARRANTIES OF MERCHANTABILITY, HABITABILITY, FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER KIND ARISING OUT OF THIS LEASE, AND THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THOSE EXPRESSLY SET FORTH IN THIS LEASE.
Tenant and Landlord are currently parties to a lease dated September 20, 1985 (hereinafter the "Existing Lease") with respect to the portion of the demised premises located on the fifth (5th) floor which shall terminate on the Commencement Date of this Lease; provided, however, that any obligation of Tenant for the payment of rent or additional rent or the performance, of any obligation under such Existing Lease which accrues prior to the Commencement Date of this Lease shall constitute an obligation under this Lease the non-payment or non-performance, for which Landlord shall have all of the remedies provided herein.
Tenant and Landlord. The term "Tenant" shall include servants, employees, agents, visitors, invitees, licensees, successors and/or assigns of Tenant. The term "Landlord" shall include successors and/or assigns of Landlord. 17
Tenant and Landlord respectively, shall indemnify, defend and hold harmless the other from any claims for any brokerage commissions or real estate consultant fees and all costs, expenses and liabilities in connection therewith, including attorneys' fees and expenses, arising out of any conversations or negotiations had by Tenant or Landlord, as the case may be, with any broker or real estate consultant (other than C&W or ESG) and anyone claiming by, through or under any broker or real estate consultant (other than C&W or ESG) in connection with the granting of the Right of First Offer, the exercise thereof and consummation of the transaction(s) contemplated thereby. The commissions or fees of C&W, if any, shall be paid by Landlord, and the commissions or fees of ESG, if 138 any, shall be paid by Tenant, in each event pursuant to separate agreements.
Tenant and Landlord each represent and warrant that neither consulted or negotiated with any broker or finder with regard to the terms of this Agreement. Tenant and Landlord each agree to indemnify, defend and save the other party harmless from an against any claims for fees or commissions from anyone with whom the indemnifying party has dealt in connection with the terms of this Agreement.
Tenant and Landlord shall each indemnify, defend and hold harmless Landlord and Landlord's the other party and its Agents from and against any and all Claims arising out of any breach of any provision of this paragraph, which expenses shall also include laboratory testing fees, personal injury claims, clean-up costs and environmental consultants' fees. Tenant agrees that Landlord may be irreparably harmed by Tenant's breach of this paragraph and that a specific performance action may appropriately be brought by Landlord; provided that, Landlord's election to bring or not bring any such specific performance action shall in no way limit, waive, impair or hinder Landlord's other remedies against Tenant.
Tenant and Landlord each represents and warrants to ------------- the other that it has not dealt with any broker or agent in the negotiation for or the obtaining of this Lease. Tenant and Landlord each agrees to indemnify, defend and hold the other harmless from any and all cost (including, without limitation, all attorneys' fees and related costs) or liability for compensation arising from a breach of the above representation.
Tenant and Landlord. EACH HEREBY WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY MATTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE.
Tenant and Landlord acknowledge that Tenant has held annual minimum rent and additional rent accruing with respect to the Additional Premises for the period of time from and after January 1, 2003 in escrow pending resolution of the status of the Catalyst Lease and the Catalyst Sublease (as defined herein). Upon execution of this Modification by Tenant, Tenant shall pay to Landlord annual minimum rent and additional rent for the Additional Premises for the period from January 1, 2003 through the last day of January 2004 in the amount of ONE HUNDRED SIXTEEN THOUSAND NINETY FIVE AND 57/100 ($116,095.57) DOLLARS (which together with rent previously paid by Tenant with respect to the Existing Premises, the Landlord accepts in full satisfaction of the amount owed pursuant to Section 6(B), above, for the period from January 1, 2003 through February 29 , 2004, subject to year end reconciliation for additional rent.). As between Landlord and Tenant, Landlord hereby waives any rights or remedies it may have (either under the Lease, the Catalyst Lease, or the Catalyst Sublease) with respect to such payments, the underlying rent or costs to which the payments relate, or the timing of such payments.
