SUBCONTRACTORS WHO HAVE PERFORMED WORK ON OR SUPPLIED MATERIALS
TO THE LEASED PREMISES HAVE BEEN FULLY PAID, AND ALL MATERIALS AND SUPPLIES HAVE
BEEN FULLY PAID FOR, EXCEPT FOR IMMATERIAL WORK OR SUPPLIES WHICH ARE IN
PROGRESS OR CONTEMPLATED AND WILL NOT HAVE A MATERIAL ADVERSE EFFECT ON THE
ABILITY OF TENANT TO CONDUCT ITS NORMAL BUSINESS OPERATIONS AT THE LEASED
PREMISES, (V) THE IMPROVEMENTS HAVE BEEN FULLY COMPLETED IN ALL MATERIAL
RESPECTS IN A WORKMANLIKE MANNER OF FIRST CLASS QUALITY, AND (VI) ALL EQUIPMENT
NECESSARY OR APPROPRIATE FOR THE USE OR OPERATION OF THE LEASED PREMISES HAS
BEEN INSTALLED AND IS PRESENTLY FULLY OPERATIVE IN ALL MATERIAL RESPECTS.
12
(D)
LANDLORD HEREBY ASSIGNS TO TENANT, WITHOUT RECOURSE OR WARRANTY
WHATSOEVER, ALL ASSIGNABLE WARRANTIES, GUARANTIES, INDEMNITIES AND SIMILAR
RIGHTS (COLLECTIVELY, "WARRANTIES") WHICH LANDLORD MAY HAVE AGAINST ANY
MANUFACTURER, SELLER, ENGINEER, CONTRACTOR OR BUILDER IN RESPECT OF ANY OF THE
LEASED PREMISES.
SUCH ASSIGNMENT SHALL REMAIN IN EFFECT UNTIL THE EXPIRATION OR
EARLIER TERMINATION OF THIS LEASE, WHEREUPON SUCH ASSIGNMENT SHALL CEASE AND ALL
OF THE WARRANTIES SHALL AUTOMATICALLY REVERT TO LANDLORD (PROVIDED THAT IN
CONFIRMATION OF SUCH REVERSION TENANT SHALL EXECUTE AND DELIVER PROMPTLY ANY
CERTIFICATE OR OTHER DOCUMENT REASONABLY REQUIRED BY LANDLORD).
SO LONG AS NO
EVENT OF DEFAULT HAS OCCURRED AND IS THEN CONTINUING, TENANT SHALL BE ENTITLED
TO HAVE THE FULL BENEFIT OF, FULL RECOURSE TO, AND THE RIGHT TO ENFORCE, THE
WARRANTIES IN ACCORDANCE WITH THEIR RESPECTIVE TERMS, AND TENANT SHALL USE
COMMERCIALLY REASONABLE EFFORTS TO ENFORCE SAME.
UPON THE OCCURRENCE AND DURING
THE CONTINUANCE OF AN EVENT OF DEFAULT LANDLORD SHALL HAVE THE RIGHT, AT ITS
OPTION, TO REVOKE SUCH ASSIGNMENT AND RETAIN THE RIGHT TO ENFORCE ANY SUCH
WARRANTIES.
4.
Use of Leased Premises; Quiet Enjoyment.
(A)
TENANT MAY OCCUPY AND USE THE LEASED PREMISES FOR GENERAL,
EXECUTIVE AND ADMINISTRATIVE OFFICES AND USES INCIDENTAL AND ANCILLARY THERETO
CONSISTENT WITH USE AS A HEADQUARTERS FACILITY IN A HIGH-RISE FIRST-CLASS OFFICE
BUILDING IN MIDTOWN MANHATTAN AND, IN EACH CASE, PERMITTED UNDER THE CONDOMINIUM
DOCUMENTS, THE GROUND LEASE, THE SEVERANCE LEASE AND APPLICABLE LAWS, AND FOR NO
OTHER PURPOSE WITHOUT THE PRIOR WRITTEN CONSENT OF LANDLORD, AND, IF REQUIRED,
THE CONDOMINIUM BOARD.
TENANT SHALL NOT USE OR OCCUPY OR PERMIT ANY OF THE
LEASED PREMISES TO BE USED OR OCCUPIED FOR ANY RETAIL USE (EXCEPT FOR THE USE OF
THE GROUND FLOOR TO THE EXTENT UNDER APPLICABLE LAW), FOR THE USES PERMITTED
AND/OR REQUIRED THEREOF UNDER THE TERMS OF THE SEVERANCE LEASE.
FURTHER, TENANT
SHALL NOT USE OR OCCUPY OR PERMIT ANY OF THE LEASED PREMISES TO BE USED OR
OCCUPIED, OR DO OR PERMIT ANYTHING TO BE DONE IN OR ON ANY OF THE LEASED
PREMISES, IN A MANNER WHICH WOULD OR MIGHT (I) VIOLATE ANY LAW, LEGAL
REQUIREMENT OR PERMITTED ENCUMBRANCE, (II) MAKE VOID OR VOIDABLE OR CAUSE ANY
INSURER TO CANCEL ANY INSURANCE REQUIRED BY THIS LEASE, OR MAKE IT DIFFICULT OR
IMPOSSIBLE TO OBTAIN ANY SUCH INSURANCE AT COMMERCIALLY REASONABLE RATES,
(III)