Landlord covenants, represents and warrants that Landlord has had no dealings or negotiations with any broker or agent in connection with the consummation of this Agreement other than the Broker, and Landlord covenants and agrees to defend, hold harmless and indemnify Tenant from and against any and all cost, expense (including reasonable attorneys’ fees, including in enforcing the foregoing indemnification) or liability for any compensation, commissions or charges claimed by any broker or agent who claims to have dealt with Landlord (including the Broker) with respect to this Agreement or the negotiation thereof. Landlord shall pay all commissions due the Broker, if any, pursuant to the terms of separate agreements.

Tenant covenants, represents and warrants that Tenant has had no dealings or negotiations with any broker or agent in connection with the consummation of this Agreement other than SL Green Leasing LLC (the “Broker”), and Tenant covenants and agrees to defend, hold harmless and indemnify Landlord from and against any and all cost, expense (including reasonable attorneys’ fees, including in enforcing the foregoing indemnification) or liability for any compensation, commissions or charges claimed by any broker or agent who claims to have dealt with Tenant (other than the Broker) with respect to this Agreement or the negotiation thereof.

Tenant covenants, represents and warrants that Tenant has had no dealings or negotiations with any broker or agent in connection with the consummation of this Agreement other than SL Green Leasing LLC (the “Broker”), and Tenant covenants and agrees to defend, hold harmless and indemnify Landlord from and against any and all cost, expense (including reasonable attorneys’ fees) or liability for any compensation, commissions or charges claimed by any broker or agent with respect to this Agreement or the negotiation thereof.

No Broker. Landlord and Tenant represents and warrants to the other that it dealt with no agent or broker in bringing about or procuring this Agreement. Each of Landlord and Tenant hereby indemnifies and holds the other harmless from any and all claims, demands, suits, judgments and costs, including reasonable attorneys’ fees, which may arise out of the failure of this representation and warranty by such party.

Each of Landlord and Tenant covenants, warrants and represents that it had no negotiations or other dealings with any broker or finder concerning the renting of the Demised Premises. Each party agrees to hold the other harmless against any claims for a brokerage commission arising out of any negotiations or other dealings had by the indemnifying party with any broker or finder.

Section # Tenant and Landlord covenant, warrant and represent to each other that no broker except Tenant or Tenant’s affiliate and SL Green Leasing LLC (“Landlord’s RE Broker”; together with Tenant or such Tenant’s affiliate may collectively hereinafter be referred to as “Broker”) was instrumental in bringing about or consummating this Amendment and that Tenant had no conversations or negotiations with any broker except the Broker concerning the terms of this Amendment. Tenant agrees to indemnify and hold harmless Landlord 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, arising out of any conversations or negotiations had by Tenant with any broker (excluding the Broker) with respect to this Amendment or the transactions contemplated hereby. Landlord agrees to indemnify and hold harmless Tenant 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, arising out of conversations or negotiations had by Landlord with any broker (including the Broker) with respect to this Amendment or the transaction contemplated hereby. Landlord shall pay a commission to the Tenant and Landlord’s RE Broker in accordance with a separate agreement or agreements between Landlord and Tenant and Landlord’s Broker, as the case may be.

Broker. Tenant represents and warrants that it has not dealt with any broker in connection with the negotiation or execution of this Amendment. Tenant and Landlord each agree to Indemnify the other against all costs, expenses, attorneys' fees, liens and other liability for commissions or other compensation claimed by any broker or agent claiming the same by, through, or under the indemnifying party.

Broker. Each of Tenant and Landlord represents to the other that in the negotiation and consummation of this Agreement it has dealt with no broker. Each of Tenant and Landlord indemnifies the other against liability (including reasonable attorneys’ fees and disbursements) arising out of an inaccuracy or alleged inaccuracy of the above representation. The provisions of this Paragraph shall survive the expiration or earlier termination of the Lease.

Brokers. Landlord and Tenant each warrants to the other that in connection with this Lease it has not employed or dealt with any broker, agent or finder, other than the Brokers. Landlord acknowledges that, provided the Brokers are each licensed in the jurisdiction in which the Building is to be located, Landlord shall pay the Brokers pursuant to separate agreements between Landlord and each of such Brokers; or, if applicable, Landlord shall pay Landlord’s Broker, a commission pursuant to the terms of a separate agreement between Landlord’s Broker and Landlord, and Landlord’s Broker shall pay Tenant’s Broker (as the local co-broker and consultant) its sub-commission, out of Landlord’s Broker’s commission from Landlord, pursuant to a separate agreement between Landlord’s Broker and Tenant’s Broker. Tenant shall indemnify and hold Landlord harmless from and against any claim for brokerage or other commissions, or for a lien under any applicable broker’s lien law, asserted by any broker, agent or finder employed by Tenant or with whom Tenant has dealt in connection with this Lease or the Building, other than the Brokers. Landlord shall indemnify and hold Tenant harmless from and against any claim for brokerage or other commissions asserted by any broker, agent or finder employed by Landlord or with whom Landlord has dealt in connection with this Lease, other than the Brokers. Tenant’s and Landlord’s indemnities set forth in this Section shall survive the expiration or earlier termination of the Lease Term.

Brokers. Landlord and Tenant each represents and warrants that it has not dealt with any broker, agent or other person (collectively, “Broker”) in connection with the transaction reflected in this Fifth Amendment. Landlord and Tenant each hereby agrees to indemnify and hold the other harmless from and against any claims by any Broker claiming a commission or other form of compensation by virtue of having dealt with Tenant or Landlord, as applicable, with regard to this Fifth Amendment.