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EXHIBIT 3
<br />Learned a waiver of any of Landlord's rights under Mils 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 Loose,
<br />Art'riar12-SUBORDINATION ANDAITORNiiENT: CST 'I CLCFRTIFICATES•FINANCIALSTATCNICN9'S.
<br />12,1 Subord nntbdh and Att r�nnienL
<br />12.1.1 This Lease, and the rights and interests of Teniint hereunder, are and shall be subordinate to all Security instruments
<br />which now or hereafter constitute a lion upon or anlact the Project, the Building or the Promises and die rights and Interests of die Holders of such
<br />Security Instruments. Such subordination shall be effective without the necessity of die execution by Tensnl of any additional document for the
<br />purpose ofevidencing or affecting such subordination, In addition, Landlord shall have the right to subordinate or cause to be subordinated anysuuh
<br />Security Instruments in this Lease, rend in such case, in die event or 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, 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 five (5) business days of
<br />dan nid 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 or
<br />deed of Itmst, in die fermi required by the Holder of the Security Instrument requesting the document. If requested to do so, Tenant shall nttom 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 tenninatlon or foreclosure of say 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 attornment
<br />described in this Section =,
<br />12.1.2 Should any current or prospective mortgagee or ground lessor for the Building or die Project (or any portion thereof)
<br />requiro a nrodi rication or modifications of the Leese, which modi iicatlon m modi 6cations will not cause an Increased cost or expense to Tenant,or in
<br />any other way materially and adversely change time rights and obligations of Tenant hereunder, dnen 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 tiarafor.
<br />12.2 LItomrel Cerdfienfes, 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 facts 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 />unmodified and in full force and effect (or setting Carib any modifications that have occurred), (b) the dates to which tine Base Rent and other forms
<br />of Rent payable hereunder have been paid, (c) whether or not Landlord Is in default In the perfemi nee of any covenant, agreement or condition
<br />contained in this Lease (and, if so, specifying each such default of which'fenant 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. 'flee form of the statement attached hcrew as Exhibit "I" is hereby Approved by Tenant for use pursuant to this Section 12.2, but Landlord
<br />shnil have the right to use other ferns for such purpose, Tenant's failure to cxaoute 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 prepued
<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 or other like enpi mbrancer thereof or any essignee array such encumbrance upon the Building or die Project.
<br />12.7 , Finmfein1 Sta teiiic—"E-A2 any time duiIng'dhe Terri; M-ith`i-'sliall; upon' Fi: (5)"busrness days''pi•mr notice from Landlord,
<br />provide Landlord with then current financial statements and financial statements for each of the two (2) yeas prior to die then current calendar year
<br />for each of Tenant and tine 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 cordficd public accountant.
<br />ARTICLE 13-CASUALTI't TAKING
<br />t3.1 Casualty
<br />13.1.1 Repair oftbc Premises. Tenant shall promptly notify Landlord in writing (a"Damage Notice") of any casualty event,
<br />damage or eondidon to which this Section 13.1 is or finny be applicable (a ThisunIty"). Landlord shall, within a reasonable time after the discovery
<br />by Landlord of any damage resulting from nay Casually ("Casualty Dunage"h subject to reasonable delays for insurance adjustment ar either
<br />matters beyond Landlord's reasonable control. and subject to al I other tennis or this Section 13.1 begin to repair the damage to the Project and the
<br />Prumiies resulting from such C'usunhy, and shall proceed with reusomble diligence not to exceed 60 days to restore the Project and Premises (Inc
<br />'Restoratlun") to substantially the sane condition os it existed beroro such Cnsunity, except for modifications required by opplicable Laws or
<br />covenants, conditions and restrictions, and msdilicatlons deemed deshmblo by Landlord; provided, however, that Landlord shall not be required 10
<br />repair or replace any arthe Leasehold Improvements or any of Tenant's Personai Property (all orwhich shall he promptly repaired, restored and/or
<br />replaced by Tannin). Landlord shall have no liability for any inconvenience or annoynncc to Tenant at injury to Tenant's business As n result crony
<br />Casually, or the Restoration, regardless or the cause therefor. Buse Rent, and Additional Rent psychic under Sections 4.2 and il, shall abate 11'and
<br />to the extent Tenant comes to occupy A material portion critic Prenhlses that was damaged by a Casualty and rendered unfit for occupmicy (for the
<br />Permitted Use) as it result thereof. rot, the period or time commencing on the date 'tenant vacates such damaged portion of the Premises and
<br />continuing until the Premises Restoration is subsaniiolly complete (us reasonably determined by Landlord); provided, Iwwever, 11M such abatement
<br />shall be limited to [lie proceeds orrental interruption insurance proceeds with respect to the Promises and such Casualty, collected by Landlord,
<br />13.1.2 lir•rcntlans to I.undlard's ObReatinns. No ntithsln aiding anylhing to the contrary contained in this $'eedna 13.1,
<br />Landlord shall have no obligadnn to repair the Promises and shall have lie right to lerminntc Oils Lease in oily case whero: (a) any portion ot'dhc
<br />Premises or any material portion Ville Prjject is dnmuged and (b) tiny orlhc 1'olinwing condlllons exist: (i) Landlord estimates in good faith thus the
<br />Restoration cannot reasonably be comploied (withom the payment nl'overihme) within one hundred eighty (130) Jays nl'L.midlonl's discovery ordle
<br />801 I f'CI rk• Centur Ur -Clip rfSaimi,i rn Leum .12.
<br />80A-671
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