PREMISES AS REQUIRED UNDER THE MITTEN LEASE ("MITTEN BASE RENT"),
(II) BASE RENT FOR THE MALCOLM PREMISES AS REQUIRED UNDER THE MALCOLM LEASE
("MALCOLM BASE RENT"), (III) TENANT'S PERCENTAGE SHARE OF THE PROJECT AS
PROVIDED FOR IN THE MITTEN LEASE ("MITTEN OPERATING EXPENSES"), AND
(IV) TENANT'S SHARE OF TAXES AND OPERATING EXPENSES FOR THE COMPLEX (AS DEFINED
IN THE MALCOLM LEASE) AS PROVIDED FOR IN THE MALCOLM LEASE ("MALCOLM OPERATING
EXPENSES").
COMMENCING ON NOVEMBER 1, 2006, THE HVAC MAINTENANCE CHARGES
ATTRIBUTABLE TO THE PREMISES SHALL BE INCLUDED, AS APPLICABLE, IN MITTEN
OPERATING EXPENSES AND MALCOLM OPERATING EXPENSES.
PROVIDED THAT TENANT IS NOT
IN DEFAULT UNDER EITHER OF THE LEASES AND COMPLIES WITH ALL OF THE PROVISIONS OF
THIS AGREEMENT, TENANT SHALL NOT BE REQUIRED TO PAY MITTEN BASE RENT, MALCOLM
BASE RENT, MITTEN OPERATING EXPENSES AND/OR MALCOLM OPERATING EXPENSES FOR THE
PERIOD BETWEEN JANUARY 1, 2007, AND THE TERMINATION DATE.
(B)
TENANT ACKNOWLEDGES AND AGREES THAT LANDLORD SHALL BE ENTITLED TO
ALL RENT AND OTHER PAYMENTS PAYABLE TO AND RECEIVED BY TENANT FROM SUBTENANTS
OCCUPYING ANY PORTION OF THE PREMISES ATTRIBUTABLE TO ANY TIME PERIOD AFTER
DECEMBER 31, 2006, AND TENANT SHALL IMMEDIATELY PAY TO LANDLORD ANY SUCH RENT
AND/OR OTHER PAYMENTS RECEIVED BY TENANT FROM ANY SUBTENANTS.
3.
SECURITY DEPOSIT.
LANDLORD ACKNOWLEDGES THAT LANDLORD CURRENTLY
HOLDS SECURITY DEPOSITS FROM TENANT UNDER THE LEASES IN THE AMOUNT OF
$38,618.00.
TENANT HEREBY IRREVOCABLY AND UNCONDITIONALLY DIRECTS LANDLORD AND,
SO LONG AS TENANT IS NOT IN DEFAULT OR DEEMED TO BE IN DEFAULT UNDER THE LEASES,
LANDLORD AGREES TO APPLY THE FULL AMOUNT OF THE SECURITY DEPOSIT TOWARD THE
PAYMENT OF MITTEN BASE RENT AND MALCOLM BASE RENT DUE ON DECEMBER 1, 2006.
TENANT FURTHER ACKNOWLEDGES AND AGREES THAT IT SHALL HAVE NO RIGHT TO RECEIVE
AND LANDLORD SHALL HAVE NO OBLIGATION TO RETURN TO TENANT ANY PORTION OF THE
SECURITY DEPOSITS UNDER THE LEASES.
4.
TERMINATION AND SURRENDER.
TENANT SHALL VOLUNTARILY SURRENDER
THE PREMISES ON OR BEFORE THE TERMINATION DATE.
TENANT AGREES TO COOPERATE
REASONABLY WITH LANDLORD IN ALL MATTERS, AS APPLICABLE, RELATING TO
(I) SURRENDERING THE PREMISES IN ACCORDANCE WITH THE SURRENDER REQUIREMENTS AND
IN THE CONDITION REQUIRED PURSUANT TO APPLICABLE LEASE, AND (II) ALL OTHER
MATTERS RELATED TO RESTORING THE PREMISES TO THE CONDITION REQUIRED UNDER THE
APPLICABLE LEASE.
LANDLORD HEREBY AGREES THAT NO REMOVAL OR DEMOLITION OF
ALTERATIONS, ADDITIONS OR IMPROVEMENTS TO THE PREMISES WILL BE REQUIRED AT THE
EXPIRATION OF THE LEASES.
AFTER THE TERMINATION DATE, TENANT SHALL HAVE NO
FURTHER RIGHTS OF ANY KIND WITH RESPECT TO THE PREMISES.
NOTWITHSTANDING THE
FOREGOING, AS PROVIDED IN SECTION 5 HEREOF, THOSE PROVISIONS OF THE LEASES
WHICH, BY THEIR TERMS, SURVIVE THE TERMINATION OF THE LEASES SHALL SURVIVE THE
SURRENDER OF THE PREMISES AND TERMINATION OF THE LEASES PROVIDED FOR HEREIN.
5.
NO FURTHER OBLIGATIONS.
LANDLORD AND TENANT EACH AGREE THAT THE
OTHER IS EXCUSED AS OF THE TERMINATION DATE FROM ANY FURTHER OBLIGATIONS WITH
RESPECT TO THE LEASES, EXCEPTING ONLY SUCH OBLIGATIONS UNDER THE LEASES WHICH
ARE, BY