IN THE FIRST SENTENCE OF THIS
SECTION 35(E).
THE INDEMNIFICATION AND HOLD HARMLESS OBLIGATIONS OF SUBTENANT
UNDER THIS SECTION 35(E) SHALL SURVIVE ANY TERMINATION OF THIS SUBLEASE.
WITHOUT LIMITING THE FOREGOING, IF THE PRESENCE OF ANY HAZARDOUS MATERIAL IN THE
BUILDINGS OR OTHERWISE IN THE PROJECT CAUSED OR PERMITTED BY SUBTENANT RESULTS
IN ANY CONTAMINATION OF THE PREMISES, SUBTENANT SHALL GIVE IMMEDIATE NOTICE
THEREOF TO OVERLANDLORD AND SUBLANDLORD AND SHALL PROMPTLY TAKE ALL ACTIONS AT
ITS SOLE EXPENSE AS ARE NECESSARY TO RETURN THE PREMISES TO A CONDITION WHICH
COMPLIES WITH ALL ENVIRONMENTAL LAWS; PROVIDED THAT OVERLANDLORD'S APPROVAL OF
SUCH ACTIONS SHALL FIRST BE OBTAINED, WHICH APPROVAL SHALL NOT BE UNREASONABLY
WITHHELD SO LONG AS SUCH ACTIONS, IN OVERLANDLORD'S REASONABLE DISCRETION, WOULD
NOT POTENTIALLY HAVE ANY MATERIALLY ADVERSE LONG-TERM OR SHORT-TERM EFFECT ON
THE PREMISES, AND, IN ANY EVENT, OVERLANDLORD SHALL NOT WITHHOLD ITS APPROVAL OF
ANY PROPOSED ACTIONS WHICH ARE REQUIRED BY APPLICABLE ENVIRONMENTAL LAWS.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE SUBLEASE CONTAINED, THE
FOREGOING INDEMNITY SHALL NOT APPLY TO: (I) ANY HAZARDOUS MATERIALS WHICH EXIST
IN THE PREMISES OR ELSEWHERE IN THE PROJECT PRIOR TO AND AS OF THE EXECUTION
DATE OF THIS SUBLEASE, OR (II) ANY HAZARDOUS MATERIALS INTRODUCED TO THE PROJECT
BY OTHER TENANTS WITHIN THEIR RESPECTIVE PREMISES, OR (III) ANY HAZARDOUS
MATERIALS THE PRESENCE OF WHICH WERE NOT CAUSED OR PERMITTED BY THE ACTS OR
OMISSIONS OF SUBTENANT, ITS EMPLOYEES, AGENTS, CONSULTANTS AND/OR CONTRACTORS.
(F)
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS LEASE, IF
SUBTENANT FAILS TO CURE ANY BREACH OR DEFAULT OF THIS SECTION 35 WITHIN FIVE
(5) BUSINESS DAYS AFTER WRITTEN NOTICE FROM SUBLANDLORD (OR IF SUCH DEFAULT
CANNOT BE CURED WITHIN SAID FIVE DAY PERIOD, TO COMMENCE TO CURE SAID PERIOD
DURING SAID FIVE DAY PERIOD AND DILIGENTLY PROCEED TO CURE SUCH DEFAULT WITHIN
THIRTY (30) DAYS), SUCH FAILURE SHALL CONSTITUTE A DEFAULT UNDER THIS SUBLEASE,
AND IN THE EVENT OF SUCH A DEFAULT, IN ADDITION TO ANY OTHER REMEDIES AVAILABLE
TO SUBLANDLORD UNDER THIS SUBLEASE, SUBLANDLORD MAY TERMINATE THIS SUBLEASE UPON
TEN (10) DAYS WRITTEN NOTICE TO
SUBTENANT.
(G)
SUBTENANT SHALL, AFTER SUBTENANT, AND ANYONE CLAIMING BY, THROUGH
OR UNDER SUBTENANT, VACATE THE PREMISES, AND IMMEDIATELY PRIOR TO THE TIME THAT
SUBTENANT
DELIVERS THE PREMISES TO OVERLANDLORD:
(I) CAUSE THE PREMISES TO BE
DECOMMISSIONED IN ACCORDANCE WITH THE REGULATIONS OF THE U.S. NUCLEAR REGULATORY
COMMISSION AND/OR THE MASSACHUSETTS DEPARTMENT OF PUBLIC HEALTH FOR THE CONTROL
OF RADIATION; (II) PROVIDE A WRITTEN REPORT BY A LICENSED INDUSTRIAL HYGIENIST
OR EQUIVALENT TO CONFIRM THAT THE PREMISES CONTAIN NO CONTAMINANTS PER THE
NATIONAL INSTITUTE OF HEALTH (OR ITS SUCCESSOR ORGANIZATION) RULES AND
REGULATIONS ON BIO-SAFETY AS ADMINISTERED BY THE DEPARTMENT OF HEALTH; AND
(III) PROVIDE A COPY OF ITS MOST CURRENT CHEMICAL WASTE REMOVAL MANIFEST AND A
CERTIFICATION FROM AN OFFICER OF
SUBTENANT THAT NO CHEMICALS REMAIN IN THE
PREMISES.
(H)
OVERLANDLORD AND SUBLANDLORD SHALL HAVE THE RIGHT FROM TIME TO
TIME TO CONDUCT (OR RETAIN ONE OR MORE CONSULTANTS TO CONDUCT) ENVIRONMENTAL