TO SURRENDER THE
WILSON PREMISES AS REQUIRED BY THE WILSON SUBLEASE, THEN IF WILSON HAS NOT
ELECTED TO RENEW THE TERM OF THE WILSON LEASE, LANDLORD AND TENANT AGREE THAT
(I) WILSON SHALL NOT BE OBLIGATED FOR ANY HOLDOVER RENT AS SET FORTH IN SECTION
22.1 OF THE WILSON LEASE, AND (II) LANDLORD SHALL HAVE ALL OF ITS RIGHTS AND
REMEDIES UNDER SECTION 22.1 OF THIS LEASE WITH RESPECT TO THE HOLDOVER OF THE
WILSON PREMISES AS IF TENANT WERE IN A HOLDOVER STATUS UNDER THIS LEASE;
PROVIDED, HOWEVER, SUCH HOLDING OVER IN THE WILSON PREMISES SHALL NOT BE DEEMED
TO BE AN EVENT OF DEFAULT UNDER THIS LEASE.
COVENANTS OF LANDLORD
LANDLORD COVENANTS THAT IT HAS THE RIGHT TO MAKE THIS LEASE FOR THE TERM
AFORESAID, AND 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 MOLESTATION OR HINDRANCE BY LANDLORD OR ANY PARTY CLAIMING THROUGH OR
UNDER LANDLORD, SUBJECT TO THE PROVISIONS OF SECTION 23.2 HEREOF.
TENANT
ACKNOWLEDGES AND AGREES THAT ITS LEASEHOLD ESTATE IN AND TO THE PREMISES VESTS
ON THE DATE THIS LEASE IS EXECUTED, NOTWITHSTANDING THAT THE TERM OF THIS LEASE
WILL NOT COMMENCE UNTIL A FUTURE DATE.
LANDLORD HEREBY RESERVES TO ITSELF AND ITS SUCCESSORS AND ASSIGNS THE FOLLOWING
RIGHTS (ALL OF WHICH ARE HEREBY CONSENTED TO BY TENANT):
(I) TO CHANGE THE
ARRANGEMENT OR LOCATION OF ENTRANCES, PASSAGEWAYS, DOORS, DOORWAYS, CORRIDORS,
ELEVATORS, STAIRS, TOILETS, OR OTHER PUBLIC PARTS OF THE BUILDING, PROVIDED SUCH
CHANGES TO NOT MATERIALLY AND ADVERSELY INTERFERE WITH TENANT'S USE, ACCESS,
ENJOYMENT OR OCCUPANCY OF THE PREMISES, AND PROVIDED FURTHER THAT THE NAME OF
THE BUILDING SHALL BE AND REMAIN "TWO FREEDOM SQUARE"; (II) TO ERECT, USE AND
MAINTAIN PIPES AND CONDUITS IN AND THROUGH THE PREMISES (BUT NOT EXPOSED, EXCEPT
WHERE THERE IS AN OPEN CEILING DESIGN);
(III) TO GRANT TO ANYONE THE EXCLUSIVE
RIGHT TO CONDUCT ANY PARTICULAR LAWFUL BUSINESS OR UNDERTAKING IN THE BUILDING
SUBJECT TO TENANT'S RIGHTS UNDER THIS LEASE; AND (IV) TO 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 (PROVIDED SAME DOES NOT MATERIALLY,
ADVERSELY AFFECT TENANT'S USE OF OR ACCESS TO THE PREMISES). LANDLORD SHALL USE
COMMERCIALLY REASONABLE EFFORTS TO MINIMIZE ANY INTERFERENCE TO THE OPERATION OF
TENANT'S BUSINESS IN THE PREMISES AS A RESULT OF THE EXERCISE OF SUCH RIGHTS;
PROVIDED THAT LANDLORD SHALL NOT BE REQUIRED TO INCUR ANY ADDITIONAL, UNUSUAL
RISK, COST, OR EXPENSE IN CONNECTION THEREWITH.
PROVIDED LANDLORD ACTS
PRUDENTLY AND COMPLIES WITH THE IMMEDIATELY PRECEDING SENTENCE, 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