Common use of Rights of Ground Lessor Clause in Contracts

Rights of Ground Lessor. Landlord and Tenant hereby acknowledge that the Building is subject to that certain Second Amended and Restated Construction, Development and Lease Agreement dated May 29, 2020, by and between ARE-MA Region NO. 87 Owner Limited Partnership (“Ground Lessor”), as landlord, and Landlord, as tenant (the “Existing Ground Lease”), notice of which is recorded in Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. the Suffolk County Registry of Deeds in Book 63127, Page 306 (the “Notice of Ground Lease”). On or about the date hereof, Landlord, Ground Lessor and Tenant shall enter into a Recognition Agreement in the form attached hereto as Exhibit 16.13. If (a) Landlord enters into a new ground lease or extends the term of the Existing Ground Lease, or (b) Landlord’s interest in property (whether land only or land and buildings) which includes the Premises is acquired by another party and simultaneously leased back to Landlord herein, the holder of the ground lessor’s interest in such ground lease shall enter into a recognition agreement with Tenant simultaneously with (x) the amendment to the Existing Ground Lease or the new ground lease, as the case may be, or (y) the sale and leaseback, wherein the ground lessor will agree to recognize the right of Tenant to use and occupy the Premises upon the payment of Annual Fixed Rent, Additional Rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder, and wherein Tenant shall agree to attorn to such ground lessor as its Landlord and to perform and observe all of the tenant obligations hereunder, in the event such ground lessor succeeds to the interest of Landlord hereunder under such ground lease. Notwithstanding any provision of this Lease to the contrary, Landlord hereby represents and warrants to Tenant that the Permitted Use of the Premises as contemplated in this Lease is, and at all times during the Term, shall be, permitted and that the Permitted Use does not violate any of the terms, provisions or conditions of the Existing Ground Lease or the limitations on the permitted uses set forth in the 121A Designation (as defined in the Existing Ground Lease) affecting the Land.

Rights of Ground Lessor. Landlord and Tenant hereby acknowledge that the Building This Lease is subject and subordinate to that certain Second Amended the Xxxxxxxxx and Restated Constructionto all renewals, Development modifications, consolidations, replacements and Lease Agreement dated May 29extensions thereof, 2020provided, by however, such subordination shall be subject to the terms and between AREconditions set forth in the subordination, non-MA Region NO. 87 Owner Limited Partnership disturbance and attornment agreement (the “Ground LessorXxxxxxxxx SNDA”), as landlord, ) in the form of Exhibit O attached hereto and Landlord, as tenant (Tenant and Overlandlord shall, simultaneously with the “Existing Ground execution and delivery of this Lease”), notice of which is recorded in Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material execute and (ii) is deliver the type that the registrant treats as private or confidential. the Suffolk County Registry of Deeds in Book 63127, Page 306 (the “Notice of Ground Lease”). On or about the date hereof, Landlord, Ground Lessor and Tenant shall enter into a Recognition Agreement in the form attached hereto as Exhibit 16.13Xxxxxxxxx SNDA. If (a) Landlord enters into a new ground lease or extends the term of the Existing Ground Lease, or (b) Landlord’s 's interest in property (whether land only or land and buildings) which includes the Premises is acquired by another party and simultaneously leased back to Landlord herein, the holder of the ground lessor’s 's interest in such ground lease shall enter into a mutually agreeable recognition agreement with Tenant simultaneously with (x) the amendment to the Existing Ground Lease or the new ground lease, as the case may be, or (y) the sale and leaseback, wherein the ground lessor will agree to recognize this Lease and the rights granted to Tenant under this Lease, including, without limitation, Tenant's right of Tenant to use and occupy the Premises upon and the payment appurtenant rights granted under this Lease so long as there is no Event of Annual Fixed Rent, Additional Rent and other charges payable by Default of Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunderLease, and wherein Tenant shall agree to attorn to such ground lessor as its Landlord and to perform and observe all of the tenant obligations hereunder, in the event such ground lessor succeeds to the interest of Landlord hereunder under such ground leaselease and assumes the obligations of Landlord under this Lease. Notwithstanding any provision of this Lease the foregoing, the Xxxxxxxxx SNDA shall govern with respect to the contrary, Landlord hereby represents and warrants to Tenant that the Permitted Use of the Premises as contemplated in this Lease is, and at all times during the Term, shall be, permitted and that the Permitted Use does not violate any of the terms, provisions or conditions of the Existing Ground Lease or the limitations on the permitted uses set forth in the 121A Designation (as defined in the Existing Ground Lease) affecting the LandXxxxxxxxx.

Rights of Ground Lessor. Landlord and Tenant hereby acknowledge that the Building is subject to that certain Second Amended and Restated Construction, Development and Lease Agreement dated May 29, 2020, by and between ARE-MA Region NO. 87 Owner Limited Partnership (“Ground Lessor”), as landlord, and Landlord, as tenant (the “Existing Ground Lease”), notice of which is recorded in Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. the Suffolk County Registry of Deeds in Book 63127, Page 306 (the “Notice of Ground Lease”). On or about the date hereof, Landlord, Ground Lessor and Tenant shall enter into a Recognition Agreement in the form attached hereto as Exhibit 16.13. If (a) Landlord enters into a new ground lease or extends the term of the Existing Ground Lease, or (b) Landlord’s interest in property (whether land only or land and buildings) which includes the Premises is acquired by another party and simultaneously leased back to Landlord hereinherein (or the interest of the owner of the Garage or the Office Tower Parcel is acquired by another party and simultaneously leased back to such owner), then unless such ground lease provides by its terms that it is subordinate to this Lease, Landlord (or the owner of the Garage or Office Tower Parcel, as applicable) shall cause the holder of the ground lessor’s interest in such ground lease shall to enter into a recognition agreement agreement, in the customary form of such holder, with such commercially reasonable changes as Tenant may request, with Tenant simultaneously with (x) the amendment to the Existing Ground Lease or the new ground lease, as the case may be, or (y) the sale and leaseback, wherein the ground lessor will agree to recognize the right of Tenant to use and occupy the Premises (or, in the case of the ground lessor of the Office Tower Parcel or the Garage, Tenant’s rights under Section 3.6 or Article 10, respectively) upon the payment of Annual Fixed Rent, Additional Rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder, and wherein Tenant shall agree to attorn to such ground lessor as its Landlord “Landlord” and to perform and observe all of the tenant obligations hereunder, in the event such ground lessor succeeds to the interest of Landlord hereunder (or, in the case of the Office Tower Parcel or the Garage, the owner thereof) under such ground lease. Notwithstanding any provision of No such ground lease shall materially adversely affect Tenant’s rights under this Lease to or have a material adverse effect on Tenant (including by increasing the contrary, Landlord hereby represents and warrants to Operating Expenses or Landlord’s Tax Expenses or other charges for which Tenant that the Permitted Use of the Premises as contemplated in this Lease is, and at all times during the Term, shall be, permitted and that the Permitted Use does not violate any of the terms, provisions may become liable or conditions of the Existing Ground Lease or the limitations on the permitted uses set forth in the 121A Designation (as defined in the Existing Ground Lease) affecting the Landresponsible hereunder).

Rights of Ground Lessor. Landlord and Tenant hereby acknowledge that the Building is subject to that certain Second Amended and Restated Construction, Development and Lease Agreement dated May 29, 2020, by and between ARE-MA Region NO. 87 Owner Limited Partnership (“Ground Lessor”), as landlord, and Landlord, as tenant (the “Existing Ground Lease”), notice of which is recorded in Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. the Suffolk County Registry of Deeds in Book 63127, Page 306 (the “Notice of Ground Lease”). On or about the date hereof, Landlord, Ground Lessor and Tenant shall enter into a Recognition Agreement in the form attached hereto as Exhibit 16.13. If (a) Landlord enters into a new ground lease or extends the term of the Existing Ground Lease, or (b) Landlord’s interest in property the Property (whether land only or land and buildings) which includes the Premises is acquired by another party and simultaneously leased back to Landlord herein, the holder of the ground lessor’s interest in such ground lease shall enter into a commercially reasonable recognition and non-disturbance agreement with Tenant simultaneously with (x) the amendment to the Existing Ground Lease or the new ground lease, as the case may be, or (y) the sale and leaseback, wherein the ground lessor will agree to recognize this Lease and the right of Tenant to use and occupy the Premises for the Permitted Uses, the Common Areas of Parcel 2 of the Development Area and the parking privileges provided to Tenant under Article X above, without interruption or disturbance from such ground lessor or persons claiming by, through or under such ground lessor, upon the payment of Annual Fixed Rent, Additional Rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder, and wherein Tenant shall agree to attorn to such ground lessor as its Landlord and to perform and observe all of the tenant obligations hereunder, in the event such ground lessor succeeds to the interest of Landlord hereunder under such ground lease. Notwithstanding any provision lease and assumes all of this Lease to Landlord’s obligations hereunder from and after the contrary, Landlord hereby represents and warrants to Tenant that the Permitted Use date of the Premises as contemplated in this Lease is, and at all times during the Term, shall be, permitted and that the Permitted Use does not violate any of the terms, provisions or conditions of the Existing Ground Lease or the limitations on the permitted uses set forth in the 121A Designation (as defined in the Existing Ground Lease) affecting the Landsuch succession.

Rights of Ground Lessor. Landlord and Tenant hereby acknowledge that the Building is subject to that certain Second Amended and Restated Construction, Development and Lease Agreement dated May 29, 2020, by and between ARE-MA Region NO. 87 Owner Limited Partnership (“Ground Lessor”), as landlord, and Landlord, as tenant (the “Existing Ground Lease”), notice of which is recorded in Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. the Suffolk County Registry of Deeds in Book 63127, Page 306 (the “Notice of Ground Lease”). On or about the date hereof, Landlord, Ground Lessor and Tenant shall enter into a Recognition Agreement in the form attached hereto as Exhibit 16.13. If (a) Landlord enters into a new ground lease or extends the term of the Existing Ground Lease, or (b) Landlord’s interest in property (whether land only or land and buildings) which includes the Premises is acquired by another party and simultaneously leased back to Landlord hereinherein (or the interest of the owner of the Garage is acquired by another party and simultaneously leased back to such owner), then unless such ground lease provides by its terms that it is subordinate to this Lease, Landlord (or the owner of the Garage) shall cause the holder of the ground lessor’s interest in such ground lease shall to enter into a recognition agreement agreement, in the customary form of such holder, with such commercially reasonable changes as Tenant may request, with Tenant simultaneously with (x) the amendment to the Existing Ground Lease or the new ground lease, as the case may be, or (y) the sale and leaseback, wherein the ground lessor will agree to recognize the right of Tenant to use and occupy the Premises (or, in the case of the ground lessor of the Garage, Tenant’s rights under Article X) upon the payment of Annual Fixed Rent, Additional Rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder, and wherein Tenant shall agree to attorn to such ground lessor as its Landlord “Landlord” and to perform and observe all of the tenant obligations hereunder, in the event such ground lessor succeeds to the interest of Landlord hereunder (or, in the case of the Garage, the owner thereof) under such ground lease. Notwithstanding any provision of No such ground lease shall materially adversely affect Tenant’s rights under this Lease to or have a material adverse effect on Tenant (including by increasing the contrary, Landlord hereby represents and warrants to Operating Expenses or Landlord’s Tax Expenses or other charges for which Tenant that the Permitted Use of the Premises as contemplated in this Lease is, and at all times during the Term, shall be, permitted and that the Permitted Use does not violate any of the terms, provisions may become liable or conditions of the Existing Ground Lease or the limitations on the permitted uses set forth in the 121A Designation (as defined in the Existing Ground Lease) affecting the Landresponsible hereunder).

Rights of Ground Lessor. Landlord and Tenant hereby acknowledge that the Building is subject to that certain Second Amended and Restated Construction, Development and Lease Agreement dated May 29, 2020, by and between ARE-MA Region NO. 87 Owner Limited Partnership (“Ground Lessor”), as landlord, and Landlord, as tenant (the “Existing Ground Lease”), notice of which is recorded in Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. the Suffolk County Registry of Deeds in Book 63127, Page 306 (the “Notice of Ground Lease”). On or about the date hereof, Landlord, Ground Lessor and Tenant shall enter into a Recognition Agreement in the form attached hereto as Exhibit 16.13. If (a) Landlord enters into a new ground lease or extends the term of the Existing Ground Lease, or (b) Landlord’s interest in property the Property (whether land only or land and buildings) which includes the Premises is acquired by another party and simultaneously leased back to Landlord herein, the holder of the ground lessor’s interest in such ground lease shall enter into a commercially reasonable recognition and non-disturbance agreement with Tenant simultaneously with (x) the amendment to the Existing Ground Lease or the new ground lease, as the case may be, or (y) the sale and leaseback, wherein the ground lessor will agree to recognize this Lease and the right of Tenant to use and occupy the Premises for the Permitted Uses, the Common Areas of Parcel 3 of the Development Area and the parking privileges provided to Tenant under Article X above, without interruption or disturbance from such ground lessor or persons claiming by, through or under such ground lessor, upon the payment of Annual Fixed Rent, Additional Rent and other charges payable by Tenant under this Lease and the performance by Tenant of Tenant’s obligations hereunder, and wherein Tenant shall agree to attorn to such ground lessor as its Landlord and to perform and observe all of the tenant obligations hereunder, in the event such ground lessor xxxxxx succeeds to the interest of Landlord hereunder under such ground lease. Notwithstanding any provision lease and assumes all of this Lease to Landlord’s obligations hereunder from and after the contrary, Landlord hereby represents and warrants to Tenant that the Permitted Use date of the Premises as contemplated in this Lease is, and at all times during the Term, shall be, permitted and that the Permitted Use does not violate any of the terms, provisions or conditions of the Existing Ground Lease or the limitations on the permitted uses set forth in the 121A Designation (as defined in the Existing Ground Lease) affecting the Landsuch succession.