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EXHIBIT 1D
<br />deemed a waiver of any of Landlord's rights under this Art! a e I I, an acceptance of any Transferee as A tenant of Landlord, or a release of Tenant
<br />from lire perfarmance of Tenant's obligations under this Lease,
<br />r11i1'ICLE 12-SU(i,QRlDINATION AND A1"1'01jNh1ENT• fS70PPEL CERTIFICATES: FINANCIAL ETATEMOTS,
<br />12.1 Sobordlitntianrind Atto•nment,
<br />12•1.1 This Le Aso, and die rights and interests of Tenant hereunder, are And shod be subord lame to ail Security Instruments
<br />which now or hereafter constitute a lieu upon or 4bel the project, the Building or the Premises and fire rights and interests of tine Holders of such
<br />Security Inshunienlr. Such subordination shall be affective without ilia necessity of die execution by Tenant of any additional document for the
<br />purpose orevidencing oraffeclfng such subordination, In addition, Lnndlord shall have the right to subordinate or cause to be subordinated anysuch
<br />Security Instruments to this Lease, and in such ease, in die event of die termination or vari of Landlord's estate or Interest in the Project by reason
<br />of any termination or foreclosure of any such Security Instruments, Tenant shall, notwithstanding such subordination, attom to and become the
<br />Tenant of the successor in interest to Landlord at the option ofsuch successor in interest. Furthermore, Tenant shall within live (5) business days of
<br />demand therefor execute any instruments or other documents which may be required by Landlord or the Holder of any Security Instrument, and
<br />specifically shall execute, acknowledge and deliver within Five (5) business days of demand therefor a subordination of lease or subordination of
<br />deed of trust, in due fomh required by the Holder of the Security Instrument requesting the document. If requested to do so, Tenant shall attam to end
<br />recognize as Tenant's landlord under this Lease any superior lessor, superior mortgagee or other purchaser or person taking title to the Building by
<br />reason of the termination or foreclosure of any Security Instrument, and Tenant shall, within five (5) business days of demand therefor execute any
<br />Instruments or other documents which may be required by Landlord or the holder of any such Security Instrument to evidence the Attainment
<br />described in this Section I2.1.1.
<br />12.1.2 Should any current or prospective mortgagee or ground lessor for the Building or die Project (or any portion thereof)
<br />require a niodi Ocation or modifications of the Lease, which modification or modifications will not cause an Increased cost or expense to Tenant, or in
<br />any other way materially and Adversely change die rights and obligations of Tenant hereunder, than and in such event, Tenant agrees that this Lease
<br />may be se modified and agrees to execute whatever documents are required therefor and to deliver the same to Landlord within ten (10) days
<br />following Landlord's request awrofor.
<br />12.2 Estoppel Certhientas. Tenant shall, upon not less than ten (10) business days prior written notice from Landlord, execute,
<br />acknowledge and deliver to Landlord a statement In writing certifying those (bats for which certification has been requested by Landlord or any
<br />current or prospective purchaser or current or prospective Holder of any Security Instrument, Including, without limitation, that: (a) this Lease is
<br />unmodiAcd and in full force and affect (or setting forth Any niodi Geations that [rave occurred), (b) the dates to which the Base Rent and other forms
<br />of Root payable hereunder have been paid, (a) whether or not Landlord is In default in the perfm•mance of any covenant, Agreement or condition
<br />contained in this Lease (and, if so, speci Fying each such default of which Tenant may have knowledge), and (d) any other facts forwhich certifleation
<br />is reasonably required by Landlord or customarily required by any, prospective purchaser or Holder to which such estoppel certlliate is being
<br />provided. 'rhe form of the statement attached hereto as Exhibit 'T is hereby Approved by Tenant for use pursuant to this Section 12,2, but Landlord
<br />shall have the right to use other learns for such purpose. Tenant's failure to execute and deliver such statement within such time shall be conclusive
<br />upon Tenant that this Lease is In full force and effect without modification except as may be represented by Landlord in any such certificate prepared
<br />by Landlord and delivered to Tenant, Any statement delivered pursuant to this Section 122 may be relied upon by any prospective purchaser,
<br />mortgagee, ground lessor or other like enau mbrancer thereof or any assignee of nay such encumbrance upon the Building or the Project.
<br />12.7 "Ffnmicial StntemenlaW ATany trnic diYNng'tLd Terni;'rFnaA'n-shulf, Tpod"d`vb (5)"G'uAness-days'"poor notice from Landlord,
<br />provide Landlord with then current tnnncial statements and financial statements for each of Ilia two (2) years prior to die then current calendar year
<br />for each of Tenant and die Guarantor (if any). Such statements shell be prepared In accordance with geneniliy accepted accounting principles,
<br />consistently applied, and shall be audited by an Independent certified public accountant.
<br />ARTICLE 13—CASUALTY; TAICINO
<br />13.1 Casualty
<br />13.1.1 Hamill.ofthePromises.Tennntshailpromptlynotifyl.andlordinwrking(n"DamageNotice")ofanyensualtyevem,
<br />damage or condition to which this Section IKI is or may be applicable (a "Casualty"). Landlord shall, within a reasonable time after the discovery
<br />by Landlord of any damage resulting from Any Casualty ("Casualty Danmage'j, subject to reasonable delays for insurance adjustment or other
<br />matters beyond Landlord's reasonable control, and sublcat to all other terms of this Section 13.1 begin to repair the damage to the Project and Ilia
<br />premises moulting from such Casualty, and shall proceed with reasonable diligence not to exceed 60 days to restore the Project and Premises (Ilia
<br />"Rcsturatlmt") to substantially [he seine condition as it axlstud before such Casualty, except for modifications required by applicable Laws or
<br />covenants, conditions and resolutions, and modificadans deemed desirable by Landlord; provided, however, that Landlord shall not be required to
<br />repair or replace any el'the Leasehold Improvements or any orTenunl's Personal Property (all of which shall be promptly repaired, restored and/or
<br />replaced by'ranant). Landlord shall have no liability for any Inconvenience or annoyance to Tenan or injuy to Tenant's business as a result Orally
<br />Casualty, or the Restoration, regardloss orthe cause therefor. Base Rent, and Additional Rent payable under Sections 42 and 11, shall abate lrand
<br />to the natant Tennnl ceaseS to occupy a material portion of ilio Promises [hat was damaged by A Casualty and rendered unfit for ocaupaney (for the
<br />Permitted Use) as it result thereof. for the period al' time commencing on lire date 'renunt vacates such danlsod portion of the Premises and
<br />continuing until ilia Premises Restoration is subsmndolly complete (as reasonably determined by Landlord); provided, however, that such nbntenment
<br />shall be limited to the proceeds ofrental interruption insurance proceeds with respect to the Premises and such Casualty collected by Landlord.
<br />13.1.2 Es Ctar ns Iu Landlord's (Ibtemians. Notwithstanding anything to the contrary contained in this Section 13.1,
<br />Landlord shall hnvu no obligation to repair the Prunlscs And shall have the right to terminate this Lease In Any case where: (a) Any pnninu Orrin
<br />Premises or any material pmdon of the PmJect is damaged And(b) any orthc following cxndlllcns exist: (1) Landlord astfrn aes in good faith that the
<br />Restoration carat reasonably be cornptered (withnm the payment orovert[me) within one hundred eighty (180) days n1'Lmnllord's discoveryoften
<br />Sill •12•
<br />80A-340
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