available to Landlord under this Lease or
at law or in equity now or hereafter in effect.
Notwithstanding the foregoing,
Tenant shall be entitled to a grace period of five (5) business days after
written notice from Landlord with respect to the first late payment in any Rent
Year.
(b)For each Tenant payment check to Landlord that is returned by a bank for any
reason, Tenant shall pay a returned check charge equal to the amount as shall be
customarily charged by Landlord's bank at the time.
(c)Money paid by Tenant to Landlord shall be applied to Tenant's account in the
following order: first, to any unpaid additional rent, including without
limitation late charges, returned check charges, legal fees and/or court costs
chargeable to Tenant hereunder; and then to unpaid Base Rent.
5.5No Offset; Independent Covenants; Waiver
Rent shall be paid without notice or demand, and without setoff, counterclaim,
defense, abatement, suspension, deferment, reduction or deduction, except as
expressly provided herein.
TENANT WAIVES ALL RIGHTS (I) TO ANY ABATEMENT,
SUSPENSION, DEFERMENT, REDUCTION OR DEDUCTION OF OR FROM RENT, AND (II) TO QUIT,
TERMINATE OR SURRENDER THIS LEASE OR THE PREMISES OR ANY PART THEREOF, EXCEPT AS
EXPRESSLY PROVIDED HEREIN.
TENANT HEREBY ACKNOWLEDGES AND AGREES THAT THE
OBLIGATIONS OF TENANT UNDER THIS LEASE SHALL BE SEPARATE AND
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INDEPENDENT COVENANTS AND AGREEMENTS, THAT RENT SHALL CONTINUE TO BE PAYABLE IN
ALL EVENTS AND THAT THE OBLIGATIONS OF TENANT HEREUNDER SHALL CONTINUE
UNAFFECTED, UNLESS THE REQUIREMENT TO PAY OR PERFORM THE SAME SHALL HAVE BEEN
TERMINATED PURSUANT TO AN EXPRESS PROVISION OF THIS LEASE.
LANDLORD AND TENANT
EACH ACKNOWLEDGES AND AGREES THAT THE INDEPENDENT NATURE OF THE OBLIGATIONS OF
TENANT HEREUNDER REPRESENTS FAIR, REASONABLE, AND ACCEPTED COMMERCIAL PRACTICE
WITH RESPECT TO THE TYPE OF PROPERTY SUBJECT TO THIS LEASE, AND THAT THIS
AGREEMENT IS THE PRODUCT OF FREE AND INFORMED NEGOTIATION DURING WHICH BOTH
LANDLORD AND TENANT WERE REPRESENTED BY COUNSEL SKILLED IN NEGOTIATING AND
DRAFTING COMMERCIAL LEASES IN MASSACHUSETTS, AND THAT THE ACKNOWLEDGEMENTS AND
AGREEMENTS CONTAINED HEREIN ARE MADE WITH FULL KNOWLEDGE OF THE HOLDING IN
WESSON V. LEONE ENTERPRISES, INC., 437 MASS. 708 (2002).
SUCH ACKNOWLEDGEMENTS,
AGREEMENTS AND WAIVERS BY TENANT ARE A MATERIAL INDUCEMENT TO LANDLORD ENTERING
INTO THIS LEASE.
5.6Survival
Any obligations under this Article 5 which shall not have been paid at the
expiration or earlier termination of the Term shall survive such expiration or
earlier termination and shall be paid when and as the amount of same shall be
determined and be due.
6.RESERVED
7.SECURITY DEPOSIT/ LETTER OF CREDIT
7.1Amount
Within ten (10) business days following the Execution Date, Tenant shall deliver
to Landlord an irrevocable letter of credit which shall (a) be in the amount
specified in the Lease Summary Sheet and otherwise in the form attached hereto
as Exhibit 9; (b) issued by a FDIC insured financial institution (i) reasonably
acceptable to Landlord upon which presentment may be made in Boston,
Massachusetts or by mail or electronic presentation, and (ii) which satisfies
the