SHALL NOT ASSIGN OR ENCUMBER OR ATTEMPT TO ASSIGN OR
ENCUMBER THE LETTER OF CREDIT OR CASH COLLATERAL AND NEITHER LANDLORD NOR ITS
SUCCESSORS OR ASSIGNS SHALL BE BOUND BY ANY SUCH ASSIGNMENT, ENCUMBRANCE OR
ATTEMPTED ASSIGNMENT OR ENCUMBRANCE.
UPON TEN (10) DAYS PRIOR WRITTEN NOTICE
FROM LANDLORD, TENANT SHALL CAUSE ANY LETTER OF CREDIT TO BE MODIFIED SO THAT IT
NAMES ANY LEASEHOLD MORTGAGEE AS THE CO-BENEFICIARY UNDER THE LETTER OF CREDIT.
THE
12
LETTER OF CREDIT SHALL PROVIDE THAT SIGHT DRAFTS PRESENTED FOR PAYMENT OF
MONTHLY BASE RENT SHALL IDENTIFY THE MONTHLY BASE RENT PAYMENT TO WHICH THEY
RELATE.
IN THE EVENT THE ISSUING BANK IS PRESENTED WITH MULTIPLE SIGHT DRAFTS
FROM THE BENEFICIARY AND CO-BENEFICIARY FOR PAYMENT OF THE SAME MONTHLY BASE
RENT, THE ISSUING BANK SHALL HONOR THE FIRST SIGHT DRAFT RECEIVED BY THE ISSUING
BANK FOR SUCH MONTHLY BASE RENT PAYMENT.
IF AT ANY TIME THE ISSUING BANK IS
PRESENTED WITH MULTIPLE SIGHT DRAFTS FROM THE BENEFICIARY AND CO-BENEFICIARY FOR
DRAW OF AMOUNTS OTHER THAN THE SAME MONTHLY BASE RENT PAYMENT, AND SUCH
REQUESTED AMOUNTS IN THE AGGREGATE EXCEED THE FACE VALUE OF THE LETTER OF
CREDIT, THE ISSUING BANK SHALL HONOR THE SIGHT DRAFT PRESENTED BY THE
CO-BENEFICIARY AND NOT THE SIGHT DRAFT PRESENTED BY THE BENEFICIARY.
(F)
FROM TIME TO TIME, TENANT MAY SUBSTITUTE
THE LETTER OF CREDIT THEN IN EFFECT WITH A SUBSTITUTE LETTER OF CREDIT MEETING
THE REQUIREMENTS OF THIS SECTION 4.7 AND OTHERWISE IN SUBSTANTIALLY THE FORM OF
THE LETTER OF CREDIT THEN IN EFFECT.
4.8
LEGAL REQUIREMENTS.
IF ANY OF THE RENT
PAYABLE UNDER THE TERMS OF THIS LEASE SHALL BE OR BECOME UNCOLLECTIBLE, REDUCED
OR REQUIRED TO BE REFUNDED BECAUSE OF ANY LEGAL REQUIREMENT, TENANT SHALL ENTER
INTO SUCH AGREEMENTS AND TAKE SUCH OTHER STEPS AS LANDLORD MAY REASONABLY
REQUEST AND AS MAY BE LEGALLY PERMISSIBLE, TO PERMIT LANDLORD TO COLLECT THE
MAXIMUM RENTS WHICH FROM TIME TO TIME DURING THE CONTINUANCE OF SUCH LEGAL RENT
RESTRICTION MAY BE LEGALLY PERMISSIBLE.
UPON THE TERMINATION OF SUCH LEGAL RENT
RESTRICTION, (A) THE RENTS SHALL BECOME AND THEREAFTER BE PAYABLE IN ACCORDANCE
WITH THE AMOUNTS RESERVED HEREIN FOR THE PERIODS FOLLOWING SUCH TERMINATION AND
(B) TENANT SHALL PAY TO LANDLORD, TO THE MAXIMUM AMOUNT LEGALLY PERMISSIBLE, AN
AMOUNT EQUAL TO, (I) THE RENTS WHICH WOULD HAVE BEEN PAID PURSUANT TO THIS LEASE
BUT FOR SUCH LEGAL RESTRICTION, LESS (II) THE RENTS AND PAYMENTS IN LIEU OF
RENTS PAID BY TENANT DURING THE PERIOD SUCH LEGAL RESTRICTION WAS IN EFFECT.
5.
OPERATING EXPENSES.
5.1
OPERATING EXPENSES.
FOR PURPOSES OF THIS
ARTICLE 5, THE FOLLOWING TERMS SHALL HAVE THE MEANINGS DESCRIBED BELOW:
(A)
"TENANT'S SHARE" MEANS (I) 50% WITH RESPECT
TO D PREMISES AND 100% WITH RESPECT TO C PREMISES FOR THE PERIOD COMMENCING WITH
THE COMMENCEMENT DATE AND ENDING WITH THE TOP FLOOR PAYMENT COMMENCEMENT DATE,
PROVIDED THAT IF TENANT SHALL OCCUPY ALL OR ANY PORTION OF THE TOP FLOORS PRIOR
TO THE TOP FLOOR PAYMENT COMMENCEMENT DATE, THEN TENANT'S