9. Section 10 of Exhibit C to the Lease shall not apply to the
Expansion Space, but remains in full force and effect as to
the Original Demised Premises.
10. Section 12 of Exhibit C to the Lease is hereby deleted in its
entirety.
11. Tenant acknowledges that as of the date of this Amendment,
Go/Dan Industries ("Go/Dan") is the tenant currently occupying
the Expansion Space pursuant to a lease between Landlord and
Go/Dan (the "Go/Dan lease"). Upon execution of this Amendment
by both Tenant and Landlord, Landlord hereby agrees to
terminate the Go/Dan Lease effective on or before January 31,
2000 (the "Go/Dan Termination Date"). Landlord further agrees
to use reasonable good faith efforts to cause Go/Dan to vacate
the Expansion Space on or before the Go/Dan Termination Date.
To the extent that Go/Dan refuses or fails to vacate the
Expansion Space on or before the Go/Dan Termination Date, such
refusal or failure to vacate shall not in any way affect the
obligation of Tenant hereunder except that the Expansion Date
shall be postponed one day for each day that Go/Dan delays in
vacating the Expansion Space.
12. Except for Commercial Tennessee, Inc., who represents the
Tenant, Landlord and Tenant each represent and warrant to the
other than neither party has engaged or had any conversations
or negotiations with any broker, finder or other third party
concerning the matters set forth in this Amendment who would
be entitled to any commission or fee based on the execution of
this Amendment. Landlord and Tenant each hereby indemnify the
other against and from any claims for any brokerage
commissions and all costs, expenses and liabilities in
connection therewith, including, without limitation,
reasonable attorneys' fees and expenses, for any breach of the
foregoing. The foregoing indemnification shall survive the
termination of the Lease for any reason.
13. Tenant shall have the right to remove the wall which presently
separates the Original Demised Premises and the Expansion
Space and the Landlord consents thereto, provided that such
removal shall be done in accordance with the applicable
provisions of the Lease, including without limitation Section
18 of the Lease, and all legal requirements.
14. Tenant does hereby assign, convey, sell, transfer and deliver
to the Assignee, free and clear of all liens, claims and
encumbrances, all of the Tenant's right, title and interest
in, to and under the Lease, as amended herein, and (ii) the
Assignee does hereby agree to assume, discharge and perform
all obligations and responsibilities of the Tenant arising
under the Lease, as so amended, from and after the date hereof
with respect to the remaining term thereof . The Assignee
shall be directly liable to the Landlord for all obligations
of the Tenant under the Lease, as herein
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