HEREIN OR THEREIN, WILL BE
ASSIGNED, MORTGAGED, PLEDGED, ENCUMBERED OR OTHERWISE TRANSFERRED, VOLUNTARILY,
BY OPERATION OF LAW OR OTHERWISE, AND THAT NEITHER THE PREMISES, NOR ANY PART
THEREOF WILL BE ENCUMBERED IN ANY MANNER BY REASON OF ANY ACT OR OMISSION ON THE
PART OF SUBTENANT, OR USED OR OCCUPIED, OR PERMITTED TO BE USED OR OCCUPIED, OR
UTILIZED FOR DESK SPACE OR FOR MAILING PRIVILEGES, BY ANYONE OTHER THAN
SUBTENANT, OR FOR ANY USE OR PURPOSES OTHER THAN AS PERMITTED HEREUNDER, OR BE
SUBLET OR OFFERED OR ADVERTISED FOR SUBLETTING WITHOUT THE PRIOR WRITTEN CONSENT
OF
4
SUBLANDLORD AND OVERLANDLORD, IN EACH INSTANCE, WHICH CONSENT SHALL BE SUBJECT
TO THE TERMS AND CONDITIONS OF THE OVERLEASE.
16.
­NOTICE.
ANY AND ALL COMMUNICATIONS DELIVERED HEREUNDER SHALL BE
IN WRITING AND DELIVERED OR SERVED IN ACCORDANCE WITH SECTION 29.16 OF THE
OVERLEASE ADDRESSED AS FOLLOWS:
IF TO OVERLANDLORD: 770 TOWNSHIP LINE ROAD,
SUITE 150, YARDLEY, PENNSYLVANIA
19067, ATTENTION:
JOHN L. BROGAN, WITH A COPY
TO BERWIND PROPERTY GROUP, LTD., 1500 MARKET STREET, 3000 CENTRE SQUARE WEST,
PHILADELPHIA, PENNSYLVANIA
19102, ATTENTION:
LORETTA M. KELLY, GENERAL
COUNSEL; IF TO SUBLANDLORD:
100 CAMPUS DRIVE, MARLBOROUGH,
MASSACHUSETTS
01752, ATTENTION:
JEFFREY R. LUBER; WITH A COPY TO GOODWIN
PROCTER
LLP, EXCHANGE PLACE, BOSTON, MASSACHUSETTS 02109, ATTENTION: EDWARD A.
KING, ESQ.; AND IF TO SUBTENANT:
100 CAMPUS DRIVE, MARLBOROUGH, MASSACHUSETTS,
ATTENTION: JIM GOBES, OR TO SUCH OTHER ADDRESS AND ATTENTION AS ANY OF THE ABOVE
SHALL NOTIFY THE OTHERS IN WRITING.
17.
­SUCCESSORS AND ASSIGNS.
THIS SUBLEASE AND EVERYTHING HEREIN
CONTAINED SHALL EXTEND TO AND BIND AND INURE TO THE BENEFIT OF THE SUBLANDLORD
AND ITS SUCCESSORS AND ASSIGNS AND THE SUBTENANT AND ITS PERMITTED SUCCESSORS
AND ASSIGNS.
NO RIGHTS SHALL INURE TO THE BENEFIT OF ANY ASSIGNEE, SUBTENANT OR
OCCUPANT UNLESS THE PROVISIONS OF ARTICLE 14 OF THE OVERLEASE AND PARAGRAPH 15
OF THIS SUBLEASE ARE COMPLIED WITH.
18.
­MISCELLANEOUS.
NEITHER SUBLANDLORD NOR ANY AGENT OR
REPRESENTATIVE OF SUBLANDLORD HAS MADE OR IS MAKING, AND SUBTENANT IN EXECUTING
AND DELIVERING THIS SUBLEASE IS NOT RELYING UPON, ANY WARRANTIES,
REPRESENTATIONS, PROMISES OR STATEMENTS WHATSOEVER, EXCEPT TO THE EXTENT
EXPRESSLY SET FORTH IN THIS SUBLEASE.
ALL UNDERSTANDINGS AND AGREEMENTS, IF
ANY, HERETOFORE HAD BETWEEN THE PARTIES ARE MERGED INTO THIS SUBLEASE, WHICH
ALONE FULLY AND COMPLETELY EXPRESSES THE AGREEMENT OF THE PARTIES.
NO SURRENDER
OF POSSESSION OF THE PREMISES OR OF ANY PART THEREOF OR OF ANY REMAINDER OF THE
TERM OF THIS SUBLEASE SHALL RELEASE SUBTENANT FROM ANY OF ITS OBLIGATIONS
HEREUNDER UNLESS ACCEPTED BY SUBLANDLORD IN WRITING.
THE RECEIPT AND RETENTION
BY SUBLANDLORD OF YEARLY FIXED RENT FROM ANYONE OTHER THAN SUBTENANT SHALL NOT
BE DEEMED A WAIVER OF THE BREACH BY SUBTENANT OF ANY COVENANT, AGREEMENT, TERM
OR PROVISION OF THIS SUBLEASE, OR AS THE ACCEPTANCE OF SUCH OTHER PERSON AS A
TENANT, OR AS A RELEASE OF SUBTENANT FROM THE COVENANTS, AGREEMENTS, TERMS,
PROVISIONS AND CONDITIONS HEREIN CONTAINED.
THE RECEIPT AND RETENTION BY
SUBLANDLORD OF YEARLY FIXED RENT OR ADDITIONAL RENT WITH KNOWLEDGE