|
:*AVMII: WIN
<br />deemed a waiver of any or Landlord's rights under this Article I I, an acceptance of any Transferee as a tenant of Landlord, or arelease of Tenant
<br />From the performance of Tenant's obligations under this Lease, '
<br />Aid'1'1CLE12•SUU9RD[NATION AN1)ATr NadENT•ES'OIPPELCERTIFICATES'FIN,ANC,eIALSTATCNIULM,
<br />12.1 Subordination and Attornment,
<br />12.1.1 This Lease, and the rights and interests or Tenant hereunder, ere and site[] be subordinate to all Security Instruments
<br />which now or hereafter constitute a Ilea upon or affect the Project, the Building or the Premises and the rights and interests or the Eolders disturb
<br />Security instruments. Such subordination shall be effective without the necessity of die execution by Tenant of any additional document for the
<br />purpose of evidencing or effecting such subordination, In addition, Landlord shall have the right to subordinate or cause to be subordinated anysuch
<br />Security Instruments to this Lease, and in such case, in die event of die termination or transfer of Landlord's estate or interest in the Project by reason
<br />of any termination or foreclosure of any such Security Instruments, Tenant shall, notwltlhstanding such subordination, attom to and become the
<br />Tenant of the successor in interest to Landlord at the option of such successor In interest. Furthemhore, Tenent 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 Instrume ll, 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 die foal required by ilia Holder of the Security Instrument requesting the document. If requested to do so, Tenant shall atom to and
<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, end 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 attornment
<br />described in this Section 12.1 I,
<br />12.1.2 Should any current or prospective mortgagee or ground lessor for the Building or the Project (or any portion thereof)
<br />require a modification or modifications of the Lease, which medilication or modifications will not cause an I nereased cost or expense to Tenons, or in
<br />any other way materially and adversely change the rights and obligations of Tenant hereunder, then 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 therefor.
<br />12.2 Estoppel Certllleales, Tenant shall, upon not less than ten (10) business days prior written annals from Landlord, execute,
<br />acknowledge and deliver to Landlord a statement In writing certifying those Rots for which certfication has been requested by Landlord or any
<br />current or prospective purchaser or current or prospective Holder or any Security Instrument, Including, without limitation, that: (a) this Lease is
<br />unmodified and in full force and effect for setting fmdh any modifications that have occurred), (b) the dales to which the Base Rent and other forms
<br />of Rant payable hereunder hove 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, specirying each such default ofwhich Tenant may have knowledge), and (d) any other 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. 'rhe form of the statement altnched hereto as Ex 't "" is hereby approved by Tenant for use pun uant to this Section 121, but Landlord
<br />shall have the right to use other forms Cur such purpose. Tenant's failure to execute and delver such statement within such time shall be con elusive
<br />upon Tenant that this Lease is in PoII force and effect without modification except as maybe represented by Landlord in any such certificate prepared
<br />by Landlord and delivered to Tenant, Any statement delivered pursuant to this Section 12.2 may lie relied upon by any prospective purchaser,
<br />mortgagee, ground lessor or odrer like encumbrancer thereoror any assignee of any such encumbrance upon the Building or die Project.
<br />12.3" "ffimieinl Stnteinenfs-A1 any tfnio'du inp;'Uhe Temi, lennnF'sholl; upod"Fve (5)"bustness� ys' pnnr notice from Landlord,
<br />provide Laodlord with then current fiaancial statements and financial statements for each of the two (2) years prior to the then current calendar year
<br />Au Each of Tenant and die Gummolar (if any). Such statements shall be prepared in accordance with general ly accepted accounting principles,
<br />consistently npplIAd, and slialI be audited by an independent certified public accountant.
<br />ARTICLE 13—CASUALTY; TAILING
<br />13.1 Casualty
<br />13.1.1 Recall, of the Promises. Tenant shall promptly notify Landlord in writing (a "Damage Notice") orally casualty event,
<br />damage or condition to which this Section 13.1 is or may be applicable (a "Casualty"). Landlord shall, within a reasonable time after the discovery
<br />by Landlord of any damago rosuiling from any Casualty ("Casualty Damage"I subject to reasonable delays for insurance adjustment or other
<br />matters beyond Landlord's reasonable control, rand sub,Iect to all other tarots of this §eqC 1 L, begin to repair the damage to the Project and the
<br />Promises res'niting from such Casualty, and shall proceed with reasonable diligence not to exceed 60 days to restore the Project and Premises (tile
<br />"Reatal'atlaa') to substantially the same condition as it existed before such Cosunhy, except for modifications required by applicable Laws or
<br />covenants, conditions and restrictions, and modifications deemed desirable by Landlord; provided, however, that Landlord shall not be required In
<br />repair or replace any ol'the Leasehold Improvements or any or Temanl's Personal Property (all ofwhiah shall be promptly repaired, restored and/or
<br />replaced by Tenant). Landlord shall have no liability forany Inconven(encu or unnoynnce to ?client or injury to Tenant's business as a result ornny
<br />Cosually, or the Restoration, regardless ortho couse therefor. Buse Rent, find Additional Rent payable under Sections 4.2 and 11, shall abate if find
<br />to the extent Tenant causes to occupy a material portion of the Prandscs that was dantngeti by a Casualty and rendered unlit for oceupmtcy (for the
<br />Permitted Use) as it result 11 ereor. fur the period al' time conuuencing on the date Tenant vacates such damaged portion of the Premises anti
<br />cvmthaling until tine Premises Restoration is subsmmiully complete (as reasonably determined by Landlord); provided, however, drat such nbaement
<br />shall be limited to the proceeds ofrental interruption insurance proceeds with respect to the I'rendses and such Casualty collected by Landlord.
<br />13.1.2 Esreptions to Landlord's ObIluillitilis. Notwithstanding anything to the contrary contained in this Section 13.1,
<br />Landlord shall how no obligation to repair the Premises and shall have the right to terminate tills Lease in oily onse where: (u) any portion ordiii
<br />Premises or any material portion orthe Project is damaged and (b) tiny critic following conditions exist: (I) Landlord estimates in good faith that the
<br />Rest ratoo cannot ruasonob]y be completed (without the payment orovernme) within one hundred eighty (180) days of Landlord's discovery of the
<br />801 WCa le Connor Ur —Lip, ofSmrru.lnu Leure .12.
<br />80A-531
<br />
|