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deemed a waiver of oily of Lmtdlod's rights under this Article 11, an acceptance of any Transferee as a tenant of Landlord, or a release of Ten call
<br />From the performance of Tenant's obligations under this Lease.
<br />Ait•f1CLE 12 -SUBORDINATION AND a\' TORNMENT: ESTOPPEL CERTIFICATES' FINANCIAL STATENIGNTS,
<br />121 Subordination rind Attornmcnt,
<br />MIA This Lease, and Ole rights and interests of Tcnnnt hereunder, are and shall be subordinate to all Security Instruments
<br />which now or hereafter constitute a lien upon or Arafat the Project, the Building or the Promises and the rights and interests of the Handers orsuch
<br />Security hisWments. Such subordination shall be effective without the necessity of ilia execution by Tenant of any additional document for the
<br />purpose oFevidencing or effecting such subordination, In addition, Landlord shall have the right to subordinate or cause to be subordinated aaysuch
<br />Security Instruments to this Lease, and in such case, in the event of the termination or transfer of Landlord's estate or Interest in the Project by reason
<br />of any termination or foreclosure of oily such Security Instruments, Tenant shall, netwilhstanding such subordination, Atom to and become the
<br />Tenant of the successor In interest to Landlord at the option of such successor in interest. Furthermore, Tenant shall within Rve (5) business days or
<br />demand therefor execute any instruments or other documents which may be required by Landlord or the Holder of any Security Instrument, mid
<br />specifically shall execute, acknowledge and deliver within five (3) business days of demand therefor a subordination of lease or subordination of
<br />deed of trust, in Ale form required by ilia Holder of the Security Instrument requesting the document. If requested to do so, Tenant shall attom to and
<br />recognize as Tenant's landlord under this Lease any superior lessor, superior mortgagee or other purchaser or person taking title to ilia 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 Fielder of any such Security Instrument to evidence the attornment
<br />described In this Section 12.1.1,
<br />12.1.2 Should say current or prospeettve mortgagee or ground lessor for the Building or the Project (or any portion thereof)
<br />require a modification or modifications of the Lease, which modification or ntodif cations will not cone an Increased cost or expense to Tenont, or in
<br />any other way materially and adversely change the rights end obligations of Tenant hereunder, then and In such event, Tenant agrees that this tease
<br />may be so modified and agrees to execute whatever documents are required therefor and to deliver the some to Landlord within ten (10) days
<br />following Landlord's request therefor.
<br />12.2 Fstonnel Cr•.f, LCS1tc;. Tenant shall, upon not Ins than ten (10) business days prior written notice from Landlord, execute,
<br />acknowledge and deliver to Landlord a statement In writing certifying those theta for which certification has been requested by Landlord or oily
<br />current or prospective purchaser or current or prospective Holder of any Security Instrument, including, without limitation, that: (a) this Lease is
<br />unmodified and in full force and effect for setting forth any modifications that have occurred), (b) the dates to which the Bast Rent and other forms
<br />of Rent payable hereunder have been paid, (a) whether or not Landlord Is In defult in the performance of any covenant, agreement or condition
<br />contained in this Least (and, if so, specifying each such default of which Tenanl may have knowledge), and (d) any otter facts forwhich certification
<br />is reasonably required by Landlord or customarily required by any prospective purchaser or Holder to which such estoppel certificate is being -
<br />provided, Tint form of the statement clutched hereto as Exhibit "P" is hereby approved by Tenant for use pursuant to this Secitiou 12.2, but Landlord
<br />shall have the right to use other ferns 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 oily such certificate prepared
<br />by Landlord and delivered to Tenant, Any statement delivered pursuant to this Section 12,2 may be relied upon by any prospectivc purchaser,
<br />mortgagee, ground lessor or ether like encumbrancer thereof or any essig me crafty such encumbrance upon the Building or the Project.
<br />12,), , FfnAII RF Sta(einenG7ATany ttfnie dUHng'th6 Teriii,-Taneiit sliall; upon"Bvc'(5)"b`usrness lays' pi nor notice from Landlord,
<br />provide Londlord with then current Man ciat statements and finonoiof Aintent anis for each of We two (2) years prior to flit then current cal ender year
<br />for each of Tenant and the Guarantor (if any). Such statements shall be prepared in accordance with generally accepted accounting principles,
<br />consistently applied, and shall be audited by an Independent certified public accountant.
<br />ARTICLE 13—CASUALTYr TAKING
<br />13.1 Casualty
<br />13.1.1 Rcnnh. of tht Promises. 'reunntshall promptly notify Landlord in writing (a "Damage Notice") of any casualty event,
<br />damage or condition to which this Suction 13.1 is or tufty be applicable (a "Casualty"), Landlord shall, widnin a reasonable time after the discovery
<br />by Landlord of may damage resulting from oily Casualty ("Casualty Damage"), subject to reasonable delays for insurance adjustment or other
<br />matters beyond Landlord's reasonable control, and sub,lect to all other terms of this section 13.1, begin to repair the damage to the Project and the
<br />Ihemises resulting front such Casualty, and shall proceed with reasonable diligence not to exceed 60 days to restore the Project and Premises (the
<br />"RCetDrI11100") to substantially the same condition As it existed before such Casualty, except for modifications required by applicable Laws or
<br />covenants, conditions and restrictions, and mudilicotions deemed desfruble by Landlord; provided, however, that Landlord shall not be required to
<br />repair or replace any arthe Lalsehold Improvements or Any of Tenuntk Personal Property (all of which shall be promptly repaired, restored and/or
<br />replaced by Tenant). Landlord shall have no liability fnrany inconvenience or annoyance to Tenant or injury to Tenant's business as n result ornny
<br />Casualty, or the Restoration, regardless orthe cause ti eretur. Base Rent, and Additional Rent payable under Sections 4.2 and il, shall abate If and
<br />to die extent Tenant ceases to occupy a material portion o1'ihe Premlafa That was damaged by a Casualty and rendered unfit for occupancy (for the
<br />Permitted Use) as n result thereor. lot' the period of time commencing on the date Tc font vacates such damaged portion of ilia Premises find
<br />continuing until Idle Premises Resmrulion is substantially emrplete (us reasonably detenmhued by Landlord); provided, however, that such Abatement
<br />shall be limited to the proceeds ol'rental interruption Insurance proceeds with respect to the Premises and such Casualty collected by Landlord.
<br />13.1.2 Elountinns It, Lhndlurtl's ObIlsnrinns. Notwithstanding anything to the contrary eonluined in this Section 13,1,
<br />Landlord shall have fin obllgadon to repair the Promises and shall have lbe right to terminate Ihls Lease in oily case whero: (A) any portion Arctic
<br />Premises or any material portion odic Prrlject is damaged And (b) oily orthe following conditions exist: (1) Landlord estimates In good faith that the
<br />Restoration cannot reasonably be cernpimed (witmul the payment oroverome) within one hundred eighty (Igo) days of Landlord's discovery of the
<br />907 Learn .12.
<br />80A-435
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