ANY
MANNER AFFECT OR REDUCE ANY OF THE OBLIGATIONS OF TENANT HEREUNDER.
SECTION 13.6
CONSENT.
ANY CONSENT BY LANDLORD HEREIN
CONTAINED OR HEREAFTER GIVEN TO ANY TRANSFER SHALL BE HELD TO APPLY ONLY TO THE
SPECIFIC TRANSFER HEREBY OR THEREBY APPROVED.
NO SUCH CONSENT SHALL BE
CONSTRUED AS A WAIVER OF THE DUTY OF TENANT, OR ITS SUCCESSORS OR ASSIGNS, TO
OBTAIN FROM LANDLORD A CONSENT TO ANY OTHER OR SUBSEQUENT TRANSFER OR AS A
MODIFICATION OR LIMITATION OF THE RIGHT OF LANDLORD WITH RESPECT TO THE
FOREGOING COVENANT BY TENANT.
SECTION 13.7
COSTS AND EXPENSES.
SUBJECT TO
SECTION 13.1(G) HEREOF, TENANT COVENANTS AND AGREES TO PAY ALL REASONABLE
OUT-OF-POCKET COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND
DISBURSEMENTS) INCURRED IN CONNECTION WITH OR ARISING OUT OF THE MAKING OF ANY
TRANSFER, INCLUDING COSTS RELATED TO LANDLORD'S REVIEW OF ANY PROPOSED TRANSFER
AND THE DOCUMENTATION IN CONNECTION THEREWITH.
TENANT AGREES TO PAY ANY
FEDERAL, STATE OR LOCAL EXCISE, TRANSFER, RECORDING OR OTHER TAX OR FEE IMPOSED
UPON OR APPLICABLE TO ANY SUCH TRANSFER, AND TO INDEMNIFY LANDLORD FROM AND
AGAINST ANY SUCH COST OR EXPENSE.
TENANT FURTHER AGREES THAT ANY CONSENT OF
LANDLORD REQUIRED HEREUNDER MAY BE CONDITIONED UPON RECEIPT BY LANDLORD OF
REASONABLE EVIDENCE OF THE PAYMENT OF ANY SUCH COST OR EXPENSE.
THE OBLIGATIONS
OF TENANT UNDER THIS SECTION 13.7 (AND ALL OTHER OBLIGATIONS EXPRESSLY STATED TO
SURVIVE THIS LEASE) SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS
LEASE.
SECTION 13.8
PROHIBITED PERSONS.
(A)
NOTWITHSTANDING THE FOREGOING PROVISIONS, IN NO EVENT SHALL TENANT BE PERMITTED
TO MAKE A TRANSFER TO A PROHIBITED PERSON, NOR SHALL ANY OTHER SUBTENANT BE
PERMITTED TO ASSIGN ITS SUBLEASE OR SUBLET OR OTHERWISE GRANT OCCUPANCY RIGHTS
WITH RESPECT TO ITS DEMISED SPACE OR ANY PORTION THEREOF TO A PROHIBITED PERSON.
(B)
PROCEDURE FOR DETERMINING PROHIBITED PERSON STATUS.
IF TENANT SEEKS
TO DETERMINE WHETHER ANY PERSON SUBJECT TO THE RESTRICTIONS IN THIS LEASE
REGARDING PROHIBITED PERSONS IS A PROHIBITED PERSON, TENANT MAY SUBMIT TO
LANDLORD THE NAME OF SUCH PERSON AND, EXCEPT WITH RESPECT TO ANY PERSON THAT IS
PUBLICLY HELD, THE NAME OF EACH PRINCIPAL OF SUCH PERSON, TOGETHER WITH SUCH
COMPLETED QUESTIONNAIRES OR FORMS AS ARE STANDARD FOR LANDLORD, THE CITY OR
NYCEDC TO REQUEST.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS
LEASE, ANY PROVISION IN THIS LEASE PROHIBITING A PERSON FROM BEING A PROHIBITED
PERSON SHALL ALSO APPLY TO THE PRINCIPALS OF SUCH PERSON UNLESS SUCH PERSON IS A
PUBLICLY TRADED ENTITY.
WITHIN FIFTEEN
110
(15) BUSINESS DAYS AFTER RECEIPT OF ALL SUCH NAMES AND FULLY-COMPLETED
QUESTIONNAIRES OR FORMS, AS APPLICABLE, LANDLORD SHALL NOTIFY TENANT OF
LANDLORD'S DETERMINATION, WHICH DETERMINATION SHALL BE LIMITED TO WHETHER SUCH
PERSON (AND ANY PRINCIPALS THEREOF) IS A PROHIBITED PERSON; PROVIDED, HOWEVER,
THAT LANDLORD WILL CONFIRM WHETHER ANY PERSON IS A PROHIBITED PERSON PROMPTLY
AFTER RECEIVING ALL OF THE INFORMATION DESCRIBED IN THIS SECTION 13.8(B).
IF
LANDLORD FAILS TO SO NOTIFY TENANT WITHIN SUCH FIFTEEN-BUSINESS-DAY PERIOD, THEN
SUCH PERSON SHALL BE DEEMED NOT