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deemed a waiver of any of Landlord's rights under Dills Article 11, an acceptance of any Transferee as a tenant of Landlord, or a release of Tenant
<br />from the performance of Tenant's obligations under this Lease,
<br />Aitq'1CLE12 SUBORDINATIONANDAI`I'011NAil ENT; ESTQPeELCFRTIFICATES FIN AN CIA LSTATENIM T .
<br />12.1 Subordination and AttmrnmenL
<br />12.1.1 This Lease, and file rights and Interests of Tenant hereunder, are and shall be subordinate to all Security Instruments
<br />which now or herenfler constitute a lien upon or affect the Project, the Building or the Premises and the rights and interests of die Holders of such
<br />Security Instruments. Such subordination shall be effective without the necessity of die execution by Tenant of any additional document for the
<br />purpose orevidenoing oralTacifng such subordination, In addition, Landlord shall have the right to subordinate or cause to be subordinated anyauch
<br />Security Inatrumnnls to this Lease, and in such case, in die event Arline termination or transfer of Landlord's estate or interest in the Project by reason
<br />of any termination or foreuloaure of oily 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 of such successor in interest. Furthermore, Tenant shall within live (5) business days of
<br />demand therefor execute oily Instruments or other documents which may be required by Landlord or the Holder of any Security Instrument, gild
<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 die form required by ilia Holder of the Security Instrument requesting the document. If requested to do so, Tenant shall ahem to and
<br />recognize as Tenant's landlord under this Lease any superior lessor, superior mortgaged 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 Holder of any such Security Instrument to evidence the adomment
<br />described in this Section 12.1.1.
<br />12.1.2 Should Any current or prospective mortgagee or ground lessor for the Building ar tine Project (or any portion thereof)
<br />require a modi ficalion 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 dhc rights and obligations of Tenant hereunder, then and In such event, Tenant agrees that this Lease
<br />may be so 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 therefor.
<br />12.2 Estoppel Certificates. Tenant shall, upon not less than den (10) business days prior written notice from Landlord, execute,
<br />Acknowledge slid deliver to Landlord a statement in writing certifying those theta for which eertfication lion been requested by Landlord or may
<br />current orprospective purchaser or current or prospective Holder erany Security Instrument, Including, without limitation, that: (a) this Lease is
<br />onmadfflad and in full force and effect (or setting forth oily modifications that have occurred), (b) ilia dates to which the Base Rent and other forms
<br />of Ront payable hereunder have been paid, (c) whether or not Landlord Is in default in the performance of any covenant, agreement or condition
<br />contained in this Lease (and, if so, specifying each such default of which Tenant may have knowledge), and (d) any other facts for which 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. 'file farm of the statement attached hereto as Exhibit it IT; is hereby approved by Tenant found pursuant to this Section 12.2, but Landlord
<br />shall have the right to use other forms 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 fit full force and effect without modification except as may be represented by Landlord in Any such certificate prspured
<br />by Landlord and delivered to Tenant. Any statement delivered pursuant to this Section 12.2 may be relied upon by any prospective purchaser,
<br />mortgagee, ground lessor er other like anamnbrgiwer thereof or any assignee of Any such encumbrance upon the Building or dhc Project.
<br />121, ' b'In nuelnl Sfn leiirente-Asany ttfnic during, -the Te i; lenelit"'shoo; upoe"Avi: (SJ"business ays' rynor notice from Landlord,
<br />provide Landlord with then current financial statements and financial statements for each of the two (2) years prior to die then current calendar year
<br />for each of Tenant grid die 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—CASUALTY• TAILING
<br />13.1 Casualty
<br />13.1.1 Itconf r of the P rian ses, 'tenant shall promptly notify Landlord fit writing (a "Damage Notice") of any casualty event,
<br />damage or condition to which this Section 13.1 is or may he applicable (a "Casualty"). Landlord shall, within a reasonable time after the discovery
<br />by Landlord of any dnmagc resulting from ally Casualty ("Casualty Damage"), subject to reasonable delays for insurance adjustment or other
<br />matters beyond Landlord's reasonable control. And sub•lecl to all other terms or this §,,er,)juq 131 begin to repair the damage to the Project end the
<br />Promises fesulting from such Casualty, and shall proceed with reasonable diligence not to exceed 60 days to restore the Project and Premises the
<br />"Restoration") to substantially the same condition as it existed berore such Cnsunity, except for modifications required by applicable Laws or
<br />covenants, conditions and restrictions, and madilemlons deemed desirable by Landlord; provided, however, that Landlord shall not be required to
<br />repair or replace any of the Leasehold Improvements ur any or Tenant's Personal Properly (all orwhich shall be promptly repaired, restored andlor
<br />rcpinecd by Tenant). Landlord shall have no liability florally Inconvenience or annoyance to Tenant or injury to Tcnant`s business as a msuh crony
<br />Casualty, ur the Restoration, regardless ortho cauxu iherefor. Buse Rem, and Additional Rent payable under Sections 4,2 and Q,d, shall abate Ward
<br />to the extent Tenant ceases to occupy a materinl tuition al'Lhc Premlaea that was damaged by a Casualty and rendered unit for occupancy (for the
<br />Pcimilted Use) as n result thereof. fur the period of time commencing on file date 'tenant vacates such damaged portion or tilt Premises sail
<br />continuing until live Premises Restoration is substantially complete (as reasonably determined by Landlord); provided, however, that site[) Abatement
<br />shall be limited to the proceeds ol'rentnl interruption insurance proceeds Wilda respect to the Premises and such Casualty collected by Landlord.
<br />13.1.2 C.Accptions la Landlord's Oblleadnns. Nonvithmnding Anything to Lite contrary conained in this Section 13.1,
<br />Landlord shall have no obligation to repair the Premises and shall have the right to terminate this Lease In oily ease where: (u) any potion orthe
<br />Prcmisos or any material portion of the Project is damaged and (b) any of the fulluwing conditions exist: (1) Landlord esthnmtes in good faith that the
<br />ReSIOnAlnn carmnt reasonably be completed (without the payment nrroveridme) within one hundred eighty (180) Jays of Landlord's discovery of tho
<br />aql 14'Clric•Curnt•r Ur—ClrynfSmrnr.Dw Lenrc• •i i-
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