ENFORCEMENT OF ANY REMEDY
UNDER ANY STATUTE, EMERGENCY OR OTHERWISE.
ANY LEGAL SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS LEASE
SHALL BE INSTITUTED IN ANY FEDERAL OR STATE COURTS SITUATED IN THE STATE OF NEW
YORK AND LANDLORD AND TENANT (A) WAIVE ANY OBJECTIONS WHICH THEY MAY NOW OR
HEREAFTER HAVE BASED ON VENUE AND/OR FORUM NON CONVENIENS OF ANY SUCH SUIT,
ACTION OR PROCEEDING, AND (B) IRREVOCABLY SUBMIT TO THE EXCLUSIVE JURISDICTION
OF ANY SUCH COURT IN ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING
TO THIS LEASE.
NOTWITHSTANDING THE FOREGOING, LANDLORD SHALL ALSO HAVE THE
RIGHT TO BRING ANY LEGAL SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING
TO THIS LEASE IN ANY FEDERAL OR STATE COURTS IN THE COUNTY WHERE AN INDIVIDUAL
PROPERTY IS LOCATED, IN LANDLORD'S SOLE DISCRETION.
Section 36.18
NO IMPLIED WARRANTIES. LANDLORD AND TENANT EXPRESSLY DISCLAIM
ANY IMPLIED WARRANTY THAT THE PROPERTY PORTFOLIO OR ANY PORTION THEREOF ARE
SUITABLE FOR TENANT'S INTENDED COMMERCIAL PURPOSE AND TENANT'S OBLIGATION TO PAY
RENT HEREUNDER IS NOT DEPENDENT UPON THE CONDITION OF THE INDIVIDUAL PROPERTY OR
PREMISES OR THE PERFORMANCE BY LANDLORD OF ITS OBLIGATIONS HEREUNDER, AND,
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, TENANT SHALL CONTINUE TO
PAY RENT AND ALL AMOUNTS DUE HEREUNDER, WITHOUT ABATEMENT, SETOFF OR DEDUCTION
NOTWITHSTANDING ANY BREACH BY LANDLORD OF ITS DUTIES OR OBLIGATIONS HEREUNDER,
WHETHER EXPRESS OR IMPLIED. TENANT HAS HAD A FULL AND FAIR OPPORTUNITY TO
INSPECT THE PROPERTY PORTFOLIO AND FINDS THAT THE PROPERTY PORTFOLIO, AND ALL
PORTIONS THEREOF, SUIT TENANT'S PURPOSES. TENANT HAS KNOWLEDGE OF THE PROPERTY
PORTFOLIO AND WITH THIS KNOWLEDGE HAS VOLUNTARILY AGREED TO DISCLAIM THE IMPLIED
WARRANTY OF SUITABILITY. BOTH LANDLORD AND TENANT HAVE EXPRESSLY BARGAINED FOR
AND AGREED TO THIS DISCLAIMER. FOR AND IN CONSIDERATION OF THE EXECUTION OF THIS
LEASE, LANDLORD AND TENANT AGREE THAT LANDLORD WOULD NOT HAVE SIGNED THIS LEASE
BUT FOR THE DISCLAIMERS SET FORTH ABOVE, AND TENANT WAIVES ANY WARRANTY
REGARDING THE PROPERTY PORTFOLIO EXCEPT THOSE EXPRESSLY PROVIDED IN THIS LEASE.
65
Section 36.19
New York Provisions.
The following provisions shall apply with
respect to any and all portions of the Property Portfolio located within the
State of New York or to the extent the law of the State of New York governs any
aspect of this Lease:
(a)
Waiver of Section 223-a.
Section 2.1 of this Lease constitutes an
express provision to the contrary pursuant to Section 223-a of the New York Real
Property Law (or any similar Legal Requirements), which Landlord and Tenant
agree shall be and is inapplicable to this Lease.
(b)
PREP System.
The parties agree to promptly execute and deliver all
forms reasonably necessary to generate the Property Records Electronic Protocol
(PREP) System forms, and once generated, to promptly execute and deliver same
concurrently with the execution and delivery of this Lease and any Memorandum of
Lease.
(c)
Casualty.
The provisions of Article 17 shall be considered an
express agreement governing any case of damage