represents and warrants to Tenant as follows:
(A)
THAT LANDLORD HAS THE RIGHT AND AUTHORITY TO ENTER INTO THIS LEASE
AND GRANT TENANT POSSESSION OF THE PREMISES AND OTHER RIGHTS SET FORTH HEREIN;
(B)
THAT LANDLORD IS THE FEE SIMPLE OWNER OF THE LOT AND THAT LANDLORD
(OR ITS AFFILIATE(S) OR AN AFFILIATE(S) OF THE GUTIERREZ COMPANY) ARE THE FEE
SIMPLE OWNERS OF THE PARK;
45
(C)
THAT ON THE TERM COMMENCEMENT DATE THE BUILDING, THE BUILDING
PARKING AREA AND THE LOT SHALL COMPLY WITH ALL DIMENSIONAL, USE, PARKING,
LOADING AND OTHER ZONING REQUIREMENTS OF THE TOWN OF BURLINGTON, AND ALL
APPLICABLE BUILDING CODES AND GOVERNMENTAL REQUIREMENTS, INCLUDING WITHOUT
LIMITATION THE AMERICANS WITH DISABILITIES ACT (ADA);
(D)
LANDLORD HAS GOOD AND MARKETABLE TITLE TO THE PREMISES IN FEE
SIMPLE ABSOLUTE.
THERE ARE NO RESTRICTIVE COVENANTS, EXCLUSIVE USE PROVISIONS
IN OTHER TENANTS' LEASES, OR OTHER AGREEMENTS OF WHICH LANDLORD (OR ITS
AFFILIATES) ARE A PARTY TO, OR ARE AWARE OF, THAT WILL PREVENT OR INTERFERE IN
ANY RESPECT WITH TENANT'S USE AND OCCUPANCY OF THE PREMISES FOR THE PERMITTED
USES DESCRIBED HEREIN;
(E)
THE MORTGAGEE REFLECTED ON THE SUBORDINATION, NONDISTURBANCE AND
ATTORNMENT AGREEMENT ATTACHED AS EXHIBIT "J" IS THE ONLY MORTGAGEE OF THE
BUILDING, LOT AND BUILDING PARKING AREA;
(F)
TO THE BEST OF LANDLORD'S KNOWLEDGE, THE PREMISES ARE FREE OF ALL
VIOLATIONS, ORDERS OR NOTICES OF VIOLATIONS OF ALL PUBLIC OR QUASI-PUBLIC
AUTHORITIES, WHETHER OR NOT OF RECORD;
(G)
TO THE BEST OF LANDLORD'S KNOWLEDGE, THE PREMISES ARE IN
COMPLIANCE WITH ALL LOCAL ZONING ORDINANCES AND PARKING REQUIREMENTS;
(H)
TO THE BEST OF LANDLORD'S KNOWLEDGE, THE PREMISES ARE FREE FROM
ASBESTOS AND ASBESTOS-CONTAINING MATERIALS AND ALL OTHER HAZARDOUS MATERIALS
(HEREINBEFORE DEFINED);
10.20
COVENANTS INDEPENDENT
To the extent any provision hereof or any application of any provision hereof
may be declared unenforceable, such provision or application shall not affect
any other provision hereof or other application of such provision.
Notwithstanding any language to the contrary in this Lease, except as expressly
set forth in Sections 3.2, 4.1 and 5.2, or in Article VII, Tenant acknowledges
and agrees that Tenant's obligation to pay Fixed Rent and additional rent and to
perform its other obligations hereunder are absolute, unconditional and
irrevocable obligations which are separate and independent of any and all
obligations, covenants, warranties, or representations of Landlord hereunder,
with the result that Tenant's sole remedy for any alleged breach by Landlord of
its obligation hereunder shall be to commence a judicial proceeding against
Landlord seeking specific performance, and not to deduct or set off Fixed Rent
or additional rent or terminate this Lease.
10.21
ROOFTOP COMMUNICATION EQUIPMENT
Subject to the provisions hereinafter provided and availability of space, Tenant
shall have the right from time to time during the Term hereof, without any
additional consideration from Tenant hereunder, to install and maintain, on a
non-exclusive basis, rooftop communication equipment and/or antennae(s) for
Tenant's communications network on the roof of the Building.
Subject to
applicable law, matters of title, and the consent of