OVER.
SUBLESSEE ACKNOWLEDGES THAT THE TERM OF THE PRIME
LEASE AND THE SUBLEASE TERM EXPIRE ON THE SAME DATE AND SUBLESSOR WILL SUFFER
CONSIDERABLE DAMAGE IF SUBLESSEE HOLDS OVER.
THUS, IF SUBLESSEE HOLDS OVER
AFTER THE EXPIRATION OF THE SUBLEASE TERM OR EARLIER TERMINATION OF THIS
SUBLEASE, WITH OR WITHOUT THE EXPRESS OR IMPLIED CONSENT OF SUBLESSOR, THEN AT
THE OPTION OF SUBLESSOR, SUBLESSEE WILL BECOME AND BE ONLY A MONTH-TO-MONTH
SUBTENANT AT A RENT EQUAL TO THE RENT PAYABLE BY SUBLESSOR UNDER THE PRIME LEASE
FOR THE PREMISES (INCLUDING THE AMOUNT OF ANY HOLDOVER RENT PAYABLE TO PRIME
LESSOR UNDER THE PREMISES LEASE, AS A RESULT OF SUBLESSEE'S FAILURE TO TIMELY
SURRENDER THE PREMISES AT THE TIME AND IN THE CONDITION REQUIRED BY THIS
SUBLEASE, AND OTHERWISE UPON THE TERMS, COVENANTS AND CONDITIONS HEREIN
SPECIFIED.
NOTWITHSTANDING ANY PROVISION TO THE CONTRARY CONTAINED HEREIN,
(A) SUBLESSOR EXPRESSLY RESERVES THE RIGHT TO REQUIRE SUBLESSEE TO SURRENDER
POSSESSION OF THE PREMISES UPON THE EXPIRATION OF SUBLEASE TERM OR UPON THE
EARLIER TERMINATION OF THIS SUBLEASE AND THE RIGHT TO ASSERT ANY REMEDY AT LAW
OR IN EQUITY TO EVICT SUBLESSEE AND/OR COLLECT DAMAGES IN CONNECTION WITH ANY
HOLDING OVER, AND (B) SUBLESSEE SHALL PAY ALL HOLDOVER RENT OR OTHER AMOUNTS
SUBLESSOR IS OBLIGATED TO PAY UNDER SECTION 22 OF THE PRIME LEASE AND SHALL
INDEMNIFY, DEFEND AND HOLD SUBLESSOR HARMLESS FROM AND AGAINST ANY AND ALL OTHER
LIABILITIES, CLAIMS, DEMANDS, ACTIONS, LOSSES, RESTORATION COSTS, DAMAGES,
OBLIGATIONS, COSTS AND EXPENSES, INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES
INCURRED OR SUFFERED BY SUBLESSOR BY REASON OF SUBLESSEE'S FAILURE TO SURRENDER
THE PREMISES ON THE EXPIRATION OF THE SUBLEASE TERM OR EARLIER TERMINATION OF
THIS SUBLEASE.
36.
AUTHORITY.
EACH PERSON EXECUTING THIS SUBLEASE ON BEHALF OF A
PARTY HERETO REPRESENTS AND WARRANTS THAT HE OR SHE IS AUTHORIZED AND EMPOWERED
TO DO SO AND TO THEREBY BIND THE PARTY ON WHOSE BEHALF HE OR SHE IS SIGNING.
37.
BROKERS.
SUBLESSOR SHALL PAY ALL COMMISSIONS OWED TO IRVING
HUGHES, AS SUBLESSEE'S BROKER, AND COLLIERS INTERNATIONAL AND BIOSCIENCE
PROPERTIES, AS SUBLESSOR'S BROKERS, AS SET FORTH IN AND PURSUANT TO THE TERMS OF
SEPARATE AGREEMENTS.
EACH OF THE PARTIES REPRESENT AND WARRANT TO THE OTHER
THAT ALL OF ITS DEALINGS IN REGARD TO THE SUBLET PREMISES HAVE BEEN SOLELY WITH
THE BROKERS REFERENCED ABOVE AND THAT NO OTHER REAL ESTATE BROKER, AGENT, FINDER
OR INTERMEDIARY HAS SHOWN THE SUBLET PREMISES TO SUBLESSEE OR REFERRED THE
SUBLESSEE TO SUBLESSOR OR THE SUBLESSOR TO SUBLESSEE, OR OTHERWISE INVOLVED OR
PROCURED SUBLESSEE WITH RESPECT TO THE SUBLEASE.
EACH OF THE PARTIES AGREES TO
INDEMNIFY AND HOLD THE OTHER HARMLESS AGAINST ANY CLAIMS FOR BROKERAGE OR OTHER
COMMISSION ARISING BY REASON OF A BREACH BY SUCH PARTY OF THE AFORESAID
REPRESENTATIONS AND WARRANTIES.
38.
CONFIDENTIALITY.
SUBLESSOR AND SUBLESSEE HEREBY AGREE TO KEEP
CONFIDENTIAL THE TERMS OF THIS SUBLEASE AND THE PRIME LEASE AND ANY FINANCIAL
INFORMATION TRANSMITTED IN CONNECTION WITH THIS SUBLEASE; PROVIDED, HOWEVER,
EITHER PARTY MAY DISCLOSE SUCH TERMS (I) TO ITS