|
rescission of an unauthorized assignment or subletting, (iv) an Estoppel Certificate or financial statements, (v) a requested subordination, (vi) evidence concerning any
<br />guaranty and/or Guarantor, (vii) any document requested under Paragraph 42, (viii) material safety data sheets (MSDS), or (ix) any other documentation or
<br />Information which Lessor may reasonably require of Lessee under the terms of this Lease, where any such failure continues for a period of 10 days following written
<br />notice to Lessee.
<br />(e) A Default by Lessee as to the terms, covenants, conditions or provisions of this Lease, or of the rules adopted under Paragraph 40 hereof, other than
<br />those described in subparagraphs 13.1(2), (b), (c) or (d), above, where such Default continues for a period of 30 days after written notice; provided, however, that it the nature of Lessee's Default is such that more than 30 days are reasonably required for its cure, then it shall not be deemed to be a Breach if Lessee commences
<br />such are within said 30 day period and thereafter diligently Prosecutes such cure to completion.
<br />(f) The occurrence of any of the following events: (I) the making of any general arrangement or assignment for the benefit of creditors; (it) becoming a
<br />"debtor" as defined in 11 U.S.C. § 101 or any successor statute thereto (unless, in the rase of a pedboo filed against Lessee, the same is dismissed within 60 days); (III)
<br />the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets looted at the Premises or of Lessee's interest in this Lease, where
<br />possession is not restored to Lessee within 30 days; or (iv) the attachment, execution or other judicial seizure of substantially, all of lessee's assets located at the
<br />Premises or of lessee's interest in this Lease, where such seizure is not discharged within 30 days; provided, however, in the event that any provision of this
<br />subparagraph is contrary to arty applicable law, such provision shall be of no force or effect, and not affect the validity of the remaining provisions.
<br />(g) The discovery that any financial statement of Lessee or of any Guarantor given to Lessor was materially false.
<br />(h) If the performance of Lessee's obligations under this Lease is guaranteed: (i) the death of a Guarantor, (it) the termination of a Guarantors liability
<br />with respect to this Lease other than in accordance with the terms of such guaranty, (III) a Guarantor's becoming insolvent or the subject of a bankruptcy filing, (iv) a
<br />Guarantors refusal to honor the guaranty, or (v) a Guarantor's breach of its guaranty obligation on an anticipatory basis, and Lessee's failure, within 60 days following
<br />written notice of any such event, to provide written alternative assurance or security, which, when coupled with the then existing resources of Lessee, equals or
<br />exceeds the combined financial resources of Lessee and the Guarantors that existed at the time of execution of this Lease.
<br />13.2 Remedies. if Lessee falls to perform any of its affirmative duties or obligations, within 10 days after written notice (or in case of an emergency, without
<br />notice), Lessor may, at its option, perform such duty or obligation on Lessee's behalf, including but not limited to the obtaining of reasonably required bonds,
<br />insurance policies, or governmental licenses, permits or approvals. Lessee shall payto Lessor an amount equal to 115% of the costs and expenses incurred by Lessor
<br />In such performance upon receipt of an invoice therefor. In the event of a Breach, Lessor may, with or without further notice or demand, and without limiting Lessor
<br />in the exercise of any right or remedy which Lessor may have by reason of such Breach:
<br />(a) Terminate Lessee's right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Lessee shall immediately
<br />surrender possession to Lessor. In such event Lessor shall be entitled to recover from Lessee: (i) the unpaid Rent which had been earned at the time of termination;
<br />(ii) the worth at the time of award of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the
<br />amount of such rental loss that the Lessee proves could have been reasonably avoided; (III) the worth at the time of award of the amount by which the unpaid rem for
<br />the balance of the term after the time of award exceeds the amount of such rental loss that the Lessee proves could be reasonably avoided; and (iv) any other amount
<br />necessary to compensate Lessor for all the detriment proximately mused by the Lessee's failure to perform its obligations under this Lease or which in the ordinary
<br />course of things would be likely to result therefrom, including but not limited to the cost of recovering possession of the Premises, expenses of reletting, including
<br />necessary renovation and attention of the Premises, reasonable attorneys' fees, and that portion of any leasing commission paid by Lessor in connection with this
<br />Lease applicable to the unexpired term of this Lease. The worth at the time of award of the amount referred to in provision (III) of the immediately preceding
<br />sentence shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of the District within which the Premises are located at the
<br />time of award plus one percent. Efforts by Lessor to mitigate damages mused by Lessee's Breach of this Lease shall not waive Lessors right to recover any damages to
<br />which Lessor is otherwise entitled. ff termination of this Lease is obtained through the provisional remedy of unlawful detainer, Lessor shall have the right to recover
<br />in such proceeding any unpaid Rent and damages as are recoverable therein, or Lessor may reserve the right to recover all or any part thereof in a separate wit If a
<br />notice and grace period required under Paragraph 13.1 was not previously given, a notice to pay rent or quit, or to perform or quit given to Lessee under the unlawful
<br />dcmatner statute shall also constitute the notice required by Paragraph 13.1. In such case, the apprx ble grace period required by Paragraph 13.1 and the unlawful
<br />detainer statute shall run concurrently, and the failure of Lessee to cure the Default within the greater of the two such grace periods shall constitute both an unlawful
<br />detainer and a Breach of this Lease entitling Lessor to the remedies provided for in this Lease and/or by said statute.
<br />(b) Continue the Lease and Lessee's right to possession and recover the Rent as it becomes due, in which event Lessee may sublet or assign, subject only
<br />to reasonable limitations. Acts of maintenance, efforts to relit, and/or the appointment of a receiver to protect the Lessor's interests, shall not constitute a
<br />termination of the Lessee's right to Possession.
<br />(c) Pursue any other remedy now Or hereafter available under the laws or judicial decisions of the state wherein the Premises are looted. The expiration
<br />at termination of this Lease and/or the termination of Lessee's right to possession shall not relieve Lessee from liability under any indemnity provisions of this Lease
<br />as to matters occurring or accruing during the term hereof or by reason of Lessee's occupancy of the Premises.
<br />13.3 Induoemem Recapture. Any agreement for free or abated rent or other charges, the cost of tenant improvements for Lessee paid for or performed by
<br />Lessor, or for the giving or paying by Lessor to or for Lessee of any cash or other bonus, inducement or consideration for Lessee's entering into this Lease, all of which
<br />concessions are hereinafter referred to as "Inducement Provisions,' shall be deemed conditioned upon Lessee's full and faithful performance of all of the terms,
<br />covenants and conditions of this Lease. Upon Breach of this Lease by Lessee, any such Inducement Provision shall automatically be deemed deleted from this Lease
<br />and of no further force or effect, and any rent, other charge, bonus, inducement or consideration theretofore abated, given or paid by Lessor under such an
<br />Inducement Provision shall be immediately due and payable by Lessee to Lessor, notwithstanding any subsequent cure of said Breach by Lessee. The acceptance by
<br />Lessor of rent or the cure of the Breach which initiated the operation of this paragraph shall not be deemed a waiver by Lessor of the provisions of this paragraph
<br />unless specifically so stated in writing by Lessor at the time of such acceptance.
<br />13.4 Late Charges, Lessee hereby acknowledges that late Payment by Lessee of Rent will cause Lessor to incur costs not contemplated by this Lease, the exact
<br />amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges, and late charges which may be
<br />imposed upon Lessor by any Lender. Accordingly, if any Rent shall not be received by Lessor within 5 days after such amount shall bedue, then, without any
<br />requirement for notice to Lessee, Lessee shall immediately pay to Lessor a one-time late charge equal to 10%of each such overdue amount or $100, whichever is
<br />greater. The Parties hereby agree that such late charge represents a fair and reasonable estimate of the costs Lessor will incur by reason of such late payment.
<br />Acceptance of such late charge by lessor shall in no event constitute a waiver of Lessee's Default or Breach with respect to such overdue amount, nor prevent the
<br />exercise of any of the other rights and remedies granted hereunder. In the event that a late charge is payable hereunder, whether or not collected, for 3 consecutive
<br />installments of Base Rent, then notwithstanding any provision of this Lease to the contrary, Base Rent shall, at Lessor's option, become due and payable quarterly in
<br />advance.
<br />13.5 Interest. Any monetary payment due Lessor hereunder, other than late charges, not received by Lessor, when due shall bear interest from the 31st day
<br />after it was due. The interest ("Interest-) charged shall be computed at the rate of 10%per annum but shall not exceed the maximum rate allowed by law. Interest is
<br />payable in addition to the potential late charge provided for in Paragraph 13.4.
<br />-I�F,y=l-7�=� Page 10 of 16
<br />INITIALS Last Edited: 10/8/20198:35 PM i
<br />© 2017 AIR CRE. All Rights Reserved. STG-27.20, Revised 11-01-2017
<br />
|