Common use of Application of Security Deposit Clause in Contracts

Application of Security Deposit. Tenant agrees that, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of this Lease, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant shall, within three (3) days after demand therefor, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration of the Term of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.

Application of Security Deposit. In the event that Tenant agrees thatdefaults beyond the giving of notice and the expiration of applicable grace periods in respect of any of the terms, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision provisions and conditions of this Lease, including, but not limited to, the payment of Minimum Rent and additional rent, Landlord may (but shall not be obligated to)apply or retain the, whole or any part of any cash security held by Landlord or may notify the Issuing Bank and without prejudice to any other remedy available to Landlord, thereupon receive all the monies represented by the Letter of Credit and use, apply or retain all the whole or any portion part of such proceeds, as the Security Deposit case may be, to the extent required for the payment of any Rent and additional rent or any other sum as to which Tenant is in default or for the payment of any other sum to which Landlord may become obligated expend or may be required to expend by reason of Tenant’s default's default in respect of my of the terms, covenants and conditions of this Lease, including but not limited to, any damages or to compensate Landlord for any loss deficiency in the reletting of the Premises, whether such damages or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2deficiency accrue or accrues before or after summary proceedings or other reentry by Landlord. If Landlord uses applies or applies all retains any part of any cash security or any portion proceeds of the Security Deposit Letter of Credit, as provided abovethe case may be, Tenant shallTenant, within three five (35) days after demand therefornotice from Landlord and at Landlord's option, shall deposit cash with Landlord in the amount so applied or retained or increase the amount of the Letter of Credit or provide an amount sufficient to restore additional or replacement Letter of Credit, so that Landlord shall have the full Security Deposit on hand at all times during the Term. The failure by Tenant to deposit such additional amount or provide an additional or replacement Letter of Credit within the full amount thereof, and Tenant’s failure foregoing time period shall be deemed a material default pursuant to do so shall, at Landlord’s option, be an Event Article 17 of Default under this Lease with no opportunity to cureLease. If Tenant performs shall fully and faithfully comply with all of Tenant’s obligations hereunderthe terms, provisions, covenants and conditions of this Lease, any cash security or the Security DepositLetter of Credit, as the case may be, shall be promptly returned to Tenant after the Expiration Date and after delivery of the entire possession of the Premises to Landlord. In the event of a sale of the Real Property or the Building or leasing of the Building, Landlord shall transfer any cash security or so much thereof as has not theretofore been applied remains following a default by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assigneevendee or lessee and with respect to the Letter of Credit, if any, of Tenant’s interest hereunder) within thirty (30) days following of notice of such sale or leasing, Tenant, at Tenant's sole cost and expense, shall arrange for the later to occur of (a) the expiration transfer of the Term Letter of this Lease Credit to the new landlord, as designated by Landlord in the foregoing notice or (b) Tenant’s vacation and surrender have the Letter of Credit reissued in the name of the Premises in accordance with new landlord and Landlord shall thereupon be released by Tenant from all liability for the requirements return of this Leasesuch security. Tenant waives agrees to look solely to the new landlord for the return of such cash security or Letter of Credit and it is agreed that the provisions hereof shall apply to every transfer or assignment made of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust to a new landlord. Tenant further covenants that it will not assign or encumber or attempt to assign or encumber any monies or Letter of Credit deposited herein as security and that neither Landlord nor its successors or assigns shall be required to keep the Security Deposit separate from its general fundsbound by any such assignment, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damagesencumbrance, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claimsattempted assignment or attempted encumbrance.

Application of Security Deposit. Tenant agrees that, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of Any Security Deposit shall be held and applied by the Landlord as set forth in this Lease. Landlord shall hold any Security Deposit (or so much thereof as has not been applied by Landlord pursuant hereto) until that date which is two (2) months following the expiration or earlier termination of the Term as security for the payment and performance of all of Tenant’s obligations hereunder. Landlord shall have the right from time to time, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available Landlord may have, to apply such Security Deposit, or any part thereof, to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s defaultdamages arising from, or to compensate Landlord for cure, any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2Default of Tenant. If Landlord uses shall so apply any or applies all or any portion of the such Security Deposit as provided aboveDeposit, Tenant shall, within three (3) days after shall immediately upon demand therefor, deposit cash with Landlord in an the amount sufficient so applied to restore the Security Deposit to the full original amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, Landlord shall return the Security Deposit, or so much thereof as has shall not have theretofore been applied by Landlordin accordance with the terms of this Section, shall be returned to Tenant on or before that date which is two (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder2) within thirty (30) days months following the later to occur of (a) the expiration or earlier termination of the Term of this Lease or (b) Tenant’s vacation and surrender of possession of the Premises by Tenant to Landlord at such time, provided that there is then existing no Default of Tenant (nor any circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant). Landlord shall have no obligation to pay interest on the Security Deposit and may commingle the same with Landlord’s other funds. If Landlord assigns Landlord’s interest under this Lease, the Security Deposit, or any part thereof not previously applied, shall be turned over by Landlord to Landlord’s assignee, and, if so turned over, Tenant agrees to look solely to such assignee for proper application of the Security Deposit in accordance with the requirements terms of this LeaseARTICLE 18. The Holder of a Mortgage shall not be responsible to Tenant waives for the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use return or application of the any such Security Deposit, whether or that provide specific time periods for return not it succeeds to the position of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general fundshereunder, and Tenant shall not be entitled to any interest on the Security Deposit. The unless such Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of have been received in hand by such claimsHolder.

Application of Security Deposit. On or before August 1, 1999, Tenant agrees thatshall deliver to Landlord half (1/2) the sum stipulated in the Basic Lease Information as a Security Deposit. On or before the Commencement Date, Tenant shall deliver to Landlord the balance of the sum stipulated in the Basic Lease Information as a Security Deposit. Landlord shall be required to maintain such deposit in a separate account if such deposit is made in cash. The Security Deposit shall be security for the performance by Tenant fails to pay any Rentof all of Tenant's obligations, or otherwise defaults with respect to any provision of covenants, conditions, and agreements under this Lease. Within thirty (30) days after the expiration of the Term, and provided Tenant has vacated the Premises and is not in Default hereunder, Landlord may (shall return the Security Deposit to Tenant, less such portion thereof as Landlord shall have appropriated to satisfy any Default by Tenant hereunder. In the event of any Default by Tenant hereunder, Landlord shall have the right, but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion of the Security Deposit for (i) the payment of any Base Rent, Additional Rent or any other sum as to which Tenant is in default or for Default, (ii) the payment of any other sum to amount which Landlord may spend or become obligated to spend to repair physical damage to the Premises or the Building pursuant to PART 11 hereof, or (iii) the payment of any amount Landlord may spend or become obligated to spend or for compensation of Landlord for any losses incurred by reason of Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer thereby's Default, including, without limitationbut not limited to, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2any damage or deficiency arising in connection with the reletting of the Premises. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant shallis so used or applied, within three (3) business days after demand thereforwritten notice to Tenant of such use or application, Tenant shall deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount thereofits original amount, and Tenant’s 's failure to do so shall, at Landlord’s option, be an Event of shall constitute a Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration of the Term of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict C-25 Initials: _____ (Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.) _____ (Tenant)

Application of Security Deposit. Within fifteen (15) days after the Contingency Expiration Date, Tenant agrees thatshall deliver to Landlord the sum stipulated in the Basic Lease Information as a Security Deposit. Landlord shall be required to maintain such deposit in a separate account if such deposit is made in cash. The Security Deposit shall be security for the performance by Tenant of all of Tenant's obligations, if Tenant fails to pay any Rentcovenants, or otherwise defaults with respect to any provision of conditions, and agreements under this Lease. Within thirty (30) days after the expiration of the Term, and provided Tenant has vacated the Premises and is not in Default hereunder, Landlord may (shall return the Security Deposit to Tenant, less such portion thereof as Landlord shall have appropriated to satisfy any Default by Tenant hereunder. In the event of any Default by Tenant hereunder, Landlord shall have the right, but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion of the Security Deposit for (i) the payment of any Base Rent, Additional Rent or any other sum as to which Tenant is in default or for Default, (ii) the payment of any other sum to amount which Landlord may spend or become obligated to spend to repair physical damage to the Premises or the Building pursuant to PART 11 hereof, or (iii) the payment of any amount Landlord may spend or become obligated to spend or for compensation of Landlord for any losses incurred by reason of Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer thereby's Default, including, without limitationbut not limited to, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2any damage or deficiency arising in connection with the reletting of the Premises. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant shallis so used or applied, within three (3) business days after demand thereforwritten notice to Tenant of such use or application, Tenant shall deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount thereofits original amount, and Tenant’s 's failure to do so shall, at Landlord’s option, be an Event of shall constitute a Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration of the Term of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.

Application of Security Deposit. Tenant agrees that(a) Landlord may, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of this Lease, Landlord may (but shall not be obligated to), at its option and without prejudice to any other remedy available to Landlordwhich Landlord may have on account thereof, use, appropriate and apply or retain all or any portion of the entire Security Deposit for or so much thereof as may be necessary to remedy defaults in the payment of any Rent in default rental or for other charge hereunder, to repair damages to the payment Demised Premises caused by Tenant, to clean the Demised Premises upon the expiration or termination of any other sum to which Landlord may become obligated by reason of Tenant’s defaultthis Lease, or otherwise to compensate Landlord for any loss or damage which Landlord may suffer therebysustained due to any breach or default on the part of Tenant, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant shall, within three (3) days after shall forthwith upon demand therefor, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease original sum deposited. Should Tenant comply with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereundersaid terms and promptly pay all of the rentals as they fall due and all other sums payable by Tenant to Landlord, then, not later than sixty (60) days after the end of the Term, the Security Deposit, or so much thereof as has not theretofore the balance thereof, after all rentals and charges to be paid by Tenant hereunder have been applied by Landlorddetermined and deducted therefrom, shall be returned in full to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration of the Term of this Lease or . (b) In the event of bankruptcy or other debtor-creditor proceedings against Tenant’s vacation and surrender of , the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord Security Deposit shall not be deemed to hold be applied first to the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, rent and if other charges due Landlord for all periods prior to filing of such proceedings. (c) Landlord may deliver the funds deposited hereunder by Tenaxx xx the purchaser of Landlord’s claims hereunder exceed 's interest in the Demised Premises in the event that such interest be sold and thereupon Landlord shall be discharged from any further liability with respect to the Security Deposit, Tenant and this provision shall remain liable for also apply to any subsequent transfers of Landlord's interest in the balance of such claimsDemised Premises.

Application of Security Deposit. Tenant agrees that, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of Any Security Deposit shall be held and applied by the Landlord as set forth in this Lease. Landlord shall hold any Security Deposit (or so much thereof as has not been applied by Landlord pursuant hereto) until that date which is sixty (60) days following the expiration or earlier termination of the Term as security for the payment and performance of all of Tenant’s obligations hereunder. Landlord shall have the right from time to time, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available Landlord may have, to apply such Security Deposit, or any part thereof, to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s defaultdamages arising from, or to compensate Landlord for cure, any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2Default of Tenant. If Landlord uses shall so apply any or applies all or any portion of the such Security Deposit as provided aboveDeposit, Tenant shall, within three (3) days after shall immediately upon demand therefor, deposit cash with Landlord in an the amount sufficient so applied to restore the Security Deposit to the full original amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to curethe Letter of Credit. If Tenant performs all of Tenant’s obligations hereunder, Landlord shall return the Security Deposit, or so much thereof as has shall not have theretofore been applied by Landlordin accordance with the terms of this Section, shall be returned to Tenant on or before that date which is sixty (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (3060) days following the later to occur of (a) the expiration or earlier termination of the Term of this Lease or (b) Tenant’s vacation and surrender of possession of the Premises by Tenant to Landlord at such time, provided that there is then existing no Default of Tenant (nor any circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant). Landlord shall have no obligation to pay interest on the Security Deposit and may commingle the same with Landlord’s other funds. If Landlord assigns Landlord’s interest under this Lease, the Security Deposit, or any part thereof not previously applied, may be turned over by Landlord to Landlord’s assignee, and, if so turned over, Tenant agrees to look solely to such assignee for proper application of the Security Deposit in accordance with the requirements terms of this Lease. Tenant waives Notwithstanding any provision herein to the provisions of California Civil Code Section 1950.7contrary, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application following the one (1) year anniversary of the DepositRent Commencement Date and no more often than once during any twelve (12) consecutive month period thereafter (each, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the a “Security Deposit Year”), so long as: (a) there has been no Default of Tenant hereunder; (b) this Lease is then in trust nor be required to keep the Security Deposit separate from its general funds, full force and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.effect; and

Application of Security Deposit. Tenant agrees thatshall deposit with Landlord within one (1) day after Landlord returns to Tenant a fully-executed original counterpart of this Lease, if an irrevocable standby letter of credit (the “Letter of Credit”) in the amount of Three Hundred Sixty Thousand and 00/100 Dollars ($360,000.00) complying with the terms of Paragraph 7.B as the “Security Deposit” upon the execution of this Lease by Tenant. The Security Deposit shall be held by Landlord as security for the performance by Tenant of all its obligations under this Lease. If Tenant fails to pay any RentRent due hereunder, or otherwise defaults commits a default with respect to any provision of this Lease, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any such Rent in default or for the payment of any other sum to which amounts expended or incurred by Landlord may become obligated by reason of Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages incur thereby (and damages recoverable pursuant to in this regard Tenant hereby waives the provisions of California Civil Code Section 1951.21950.7 and any similar or successor statute providing that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Rent, to repair damage caused by Tenant, or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of Tenant or any officer, employee, agent or invitee of Tenant.). Exercise by Landlord of its rights hereunder shall not constitute a waiver of, or relieve Tenant from any liability for, any default. If Landlord uses or applies all or any portion of the Letter of Credit posted as the Security Deposit as provided aboveis drawn upon by Landlord for such purposes, Tenant shall, shall within three ten (310) days after written demand therefor, therefor deposit cash a replacement Letter of Credit with Landlord in an the amount sufficient to restore of the Security Deposit to the full amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event original Letter of Default under this Lease with no opportunity to cureCredit. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, Letter of Credit shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunderunder this Lease) within thirty (30) days following after the later to occur of (ai) the date of expiration of the Term or earlier termination of this Lease Lease, or (bii) Tenant’s vacation and surrender of the Premises by Tenant if the Premises has been left in accordance with the requirements of condition specified by this Lease. Tenant waives Upon termination of the provisions original Landlord’s (or any successor owner’s) interest in the Premises, the original Landlord (or such successor) shall be released from further liability with respect to the Security Deposit upon the original Landlord’s (or such successor’s) delivery of the Letter of Credit to the successor landlord and compliance with California Civil Code Section 1950.71950.7(d), or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claimsstatute.

Application of Security Deposit. Tenant agrees thatLessor shall hold the Security Deposit as security for the full and faithful performance by Lessee of every term, if Tenant fails provision, obligation and covenant under this Lease and subject to pay the terms and conditions of this Lease. If the Security Deposit is paid in immediately available funds, the Security Deposit may be deposited by Lessor into an interest-bearing account, which interest shall accrue for the sole benefit of Lessor and not Lessee. The Security Deposit shall not be considered an advance payment of Rent (or of any Rentother sum payable by Lessee under this Lease) or a measure of Lessor’s damages in case of a default by Lessee. If the Security Deposit is paid in immediately available funds, or otherwise Lessor shall have no obligation to maintain the Security Deposit separate and apart from Lessor’s general and/or other funds. If Lessee defaults with in respect to of any provision of the terms, provisions, covenants and conditions of this Lease, Landlord may (Lessor may, but shall not be obligated required to), in addition to and not in lieu of any other rights and remedies available to Lessor, apply all or any part of the Security Deposit to the payment of any sum in default, or any other sum that Lessor may expend or be required to expend by reason of Lessee’s default, including but not limited to, any damages or deficiency in reletting the Premises. Whenever, and without prejudice to any other remedy available to Landlordas often as, use, apply or retain all or Lessor has applied any portion of the Security Deposit for the payment of any Rent in to cure Lessee’s default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s defaulthereunder, or to compensate Landlord for any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant Lessee shall, within three ten (310) days after demand thereforNotice from Lessor, deposit cash additional funds with Landlord in an amount Lessor sufficient to restore the Security Deposit to the full amount thereofthen required to be deposited with Lessor, and TenantLessee’s failure to do so shall, at Landlord’s option, be shall constitute an Event of Default without any further Notice. If Lessor transfers or assigns its interest under this Lease with Lease, Lessor shall assign the Security Deposit to the new lessor and upon new lessor’s assumption of the Lease, Lessor shall have no opportunity to cure. If Tenant performs all further liability for the return of Tenant’s obligations hereunder, the Security Deposit, and Lessee agrees to look solely to the new lessor for the return of the Security Deposit. Lessee agrees that it will not assign or so much thereof as has not theretofore been applied by Landlordencumber or attempt to assign or encumber the Security Deposit and that Lessor, shall be returned to Tenant (or, at Landlord’s option, its successors and assigns may return the Security Deposit to the last assigneelessee in possession of the Premises at the last address for which Notice has given by such lessee and that Lessor thereafter shall be relieved of any liability therefor, if anyregardless of one or more assignments of this Lease or any such actual or attempted assignment or encumbrances of the Security Deposit. Provided Lessee is not in default, of Tenant’s interest hereunder) Lessor shall return the Security Deposit to Lessee within thirty (30) days following the later to occur of (a) the expiration of the Term date of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements termination of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.

Application of Security Deposit. On or before May 1, 1999, Tenant agrees thatshall deliver to Landlord the sum stipulated in the Basic Lease Information as a Security Deposit. Landlord shall be required to maintain such deposit in a separate account if such deposit is made in cash. The Security Deposit shall be security for the performance by Tenant of all of Tenant's obligations, if Tenant fails to pay any Rentcovenants, or otherwise defaults with respect to any provision of conditions, and agreements under this Lease. Within thirty (30) days after the expiration of the Term, and provided Tenant has vacated the Premises and is not in Default hereunder, Landlord may (shall return the Security Deposit to Tenant, less such portion thereof as Landlord shall have appropriated to satisfy any Default by Tenant hereunder. In the event of any Default by Tenant hereunder, Landlord shall have the right, but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion of the Security Deposit for (i) the payment of any Base Rent, Additional Rent or any other sum as to which Tenant is in default or for Default, (ii) the payment of any other sum to amount which Landlord may spend or become obligated to spend to repair physical damage to the Premises or the Building pursuant to PART 11 hereof, or (iii) the payment of any amount Landlord may spend or become obligated to spend or for compensation of Landlord for any losses incurred by reason of Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer thereby's Default, including, without limitationbut not limited to, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2any damage or deficiency arising in connection with the reletting of the Premises. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant shallis so used or applied, within three (3) business days after demand thereforwritten notice to Tenant of such use or application, Tenant shall deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount thereofits original amount, and Tenant’s 's failure to do so shall, at Landlord’s option, be an Event of shall constitute a Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration of the Term of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.

Application of Security Deposit. Tenant agrees that, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of this Lease, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s default, or to compensate Landlord for any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2. If Landlord uses or applies all or any portion of the Security Deposit as provided above, Tenant shall, within three (3) business days after demand therefor, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the full amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration of the Term of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on the Security Deposit. The Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of such claims.

Application of Security Deposit. Tenant agrees thatshall deposit with Landlord upon the execution of this Lease by Landlord and Tenant, if an irrevocable standby letter of credit (the “Letter of Credit”) in the amount of Three Hundred Two Thousand and 00/100 Dollars ($302,000.00) complying with the terms of Paragraph 7.B as the “Security Deposit” for the full and faithful performance of every provision of this Lease to be performed by Tenant. If Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of this Lease, after the expiration of any applicable cure or grace periods expressly provided for in this Lease, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available to Landlord, use, apply or retain all or any portion part of the this Security Deposit for the payment of any Rent rent or other sum in default default, or for the payment of any other sum to amount which Landlord may spend or become obligated to spend by reason of Tenant’s default, or to compensate Landlord for any other loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to by reason of Tenant’s default. Tenant hereby waives the provisions of Section 1950.7 of the California Civil Code Section 1951.2Code, and all other provisions of law, now or hereafter in force, which provide that Landlord may claim from a security deposit (including the Letter of Credit) only those sums reasonably necessary to remedy defaults in the payment of rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of Tenant or any officer, employee, agent or invitee of Tenant. Exercise by Landlord of its rights hereunder shall not constitute a waiver of, or relieve Tenant from any liability for, any default. If Landlord uses or applies all or any portion of the Letter of Credit which is posted as the Security Deposit as provided aboveis drawn upon by Landlord for such purposes, Tenant shall, shall within three ten (310) days after written demand therefor, : (i) deposit cash a replacement Letter of Credit with Landlord in an substitution of the original Letter of Credit in the amount sufficient of the original Letter of Credit (in which case the original Letter of Credit shall be returned to restore Tenant) or (ii) amend the original Letter of Credit to increase the amount back to Three Hundred Two Thousand and 00/100 Dollars ($302,000.00) following such-draw. If Tenant is not otherwise in default, the Security Deposit to the full amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, the Security Deposit, or so much any balance thereof as has not theretofore been applied by Landlord, shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (30) days following the later to occur of (a) the expiration termination of the Term of this Lease or (b) Tenant’s vacation and surrender of the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use or application of the Deposit, or that provide specific time periods for return of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the this Security Deposit separate from its general funds, fund and Tenant shall not be entitled to any interest on the such Security Deposit. The Landlord’s receipt and retention of the Security Deposit shall not be construed as an advance payment create any trust or fiduciary relationship between Landlord and Tenant. Upon termination of Rent nor liquidated damages, and if the original Landlord’s claims hereunder exceed (or any successor owner’s) interest in the Premises, the original Landlord (or such successor) shall be released from further liability with respect to the Security Deposit upon the original Landlord’s (or such successor’s) compliance with California Civil Code Section 1950.7(d), or successor statute and successor’s written assumption of Landlord’s obligations with respect to the Security Deposit, Tenant shall remain liable for the balance of such claims.

Application of Security Deposit. Prior to this Lease becoming effective, Tenant agrees that, if shall pay to Landlord a security deposit in the amount of $196,200.00 (the "Security Deposit"). The Security Deposit shall be held by Landlord as security for the performance by Tenant of all its obligations under this Lease. If Tenant fails to pay any Rent, Rent when due or otherwise defaults with respect fails to perform or fulfill any provision of obligation, covenant, condition or agreement under this Lease on a timely basis, in each case, beyond applicable notice and cure periods in this Lease, Landlord Landlord, without notice to Tenant, may (but shall not be obligated to), and without prejudice to any other remedy available to Landlord, ) use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which amounts expended or incurred by Landlord may become obligated by reason of Tenant’s defaultsuch failure, or to compensate Landlord for any loss or damage which Landlord may suffer incur thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2. Exercise by Landlord of its rights hereunder shall not constitute a waiver of, or relieve Tenant from any liability for, Tenant's failure to perform hereunder. If Landlord so uses or applies all or any portion of the Security Deposit as provided aboveDeposit, Tenant shall, within three ten (310) days after demand thereforby Landlord, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to the its full amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cureamount. If Tenant performs all of Tenant’s 's obligations hereunder, the Security Deposit, or so much thereof as has not theretofore been applied by Landlord, shall be returned returned, with interest as provided in Section 26.2, to Tenant (or, at Landlord’s 's option, to the last assignee, if any, of Tenant’s 's interest hereunderunder this Lease) within thirty (30) days following after the later to occur of (ai) the expiration of the Term or earlier termination of this Lease or (bother than on account of an Event of Default) and (ii) Tenant’s 's vacation and surrender of the Premises in accordance with the requirements of condition specified by this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s 's use or application of the Security Deposit, or that provide specific time periods for pertain to the return of the Security Deposit. Landlord shall not be deemed to hold Landlord's receipt and retention of the Security Deposit in shall not create any trust nor be required to or fiduciary relationship between Landlord and Tenant, and Landlord need not keep the Security Deposit separate from its general funds, and Tenant shall not be entitled to any interest on accounts. Landlord's return of the Security Deposit. The Security Deposit or any part thereof shall not be construed as an advance payment admission that Tenant has performed all of Rent nor liquidated damagesits obligations under this Lease. Upon termination of the original Landlord's (or any successor landlord's) interest in this Lease, and if Landlord’s claims hereunder exceed the original Landlord (or such successor landlord) shall be released from further liability with respect to the Security DepositDeposit upon the original Landlord's (or such successor landlord's) compliance with California Civil Code Section 1950.7, Tenant shall remain liable for the balance of such claimsor successor statute.

Application of Security Deposit. Tenant agrees that, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of Any Security Deposit shall be held and applied by the Landlord as set forth in this Lease. Landlord shall hold any Security Deposit (or so much thereof as has not been applied by Landlord pursuant hereto) until that date which is sixty (60) days following the expiration or earlier termination of the Term as security for the payment and performance of all of Tenant’s obligations hereunder. Landlord shall have the right from time to time, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available Landlord may have, to apply such Security Deposit, or any part thereof, to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s defaultdamages arising from, or to compensate Landlord for cure, any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2Default of Tenant. If Landlord uses shall so apply any or applies all or any portion of the such Security Deposit as provided aboveDeposit, Tenant shall, within three (3) days after shall immediately upon demand therefor, deposit cash with Landlord in an the amount sufficient so applied to restore the Security Deposit to the full original amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, Landlord shall return the Security Deposit, or so much thereof as has shall not have theretofore been applied by Landlordin accordance with the terms of this Section, shall be returned to Tenant on or before that date which is sixty (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) within thirty (3060) days following the later to occur of (a) the expiration or earlier termination of the Term of this Lease or (b) Tenant’s vacation and surrender of possession of the Premises by Tenant to Landlord at such time, provided that there is then existing no Default of Tenant (nor any circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant). Landlord shall have no obligation to pay interest on the Security Deposit and may commingle the same with Landlord’s other funds. If Landlord assigns Landlord’s interest under this Lease, the Security Deposit, or any part thereof not previously applied, may be turned over by Landlord to Landlord’s assignee, and, if so turned over, Tenant agrees to look solely to such assignee for proper application of the Security Deposit in accordance with the requirements terms of this LeaseARTICLE 18. The Holder of a Mortgage shall not be responsible to Tenant waives for the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use return or application of the any Security Deposit, whether or that provide specific time periods for return not it succeeds to the position of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general fundshereunder, and Tenant shall not be entitled to any interest on the Security Deposit. The unless such Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of have been received in hand by such claimsHolder.

Application of Security Deposit. Tenant agrees that, if Tenant fails to pay any Rent, or otherwise defaults with respect to any provision of Any Security Deposit shall be held and applied by the Landlord as set forth in this Lease. Landlord shall hold any Security Deposit (or so much thereof as has not been applied by Landlord pursuant hereto) until that date which is forty-five (45) days following the expiration or earlier termination of the Term as security for the payment and performance of all of Tenant’s obligations hereunder. Landlord shall have the right from time to time, Landlord may (but shall not be obligated to), and without prejudice to any other remedy available Landlord may have, to apply such Security Deposit, or any part thereof, to Landlord, use, apply or retain all or any portion of the Security Deposit for the payment of any Rent in default or for the payment of any other sum to which Landlord may become obligated by reason of Tenant’s defaultdamages arising from, or to compensate Landlord for cure, any loss or damage which Landlord may suffer thereby, including, without limitation, prospective damages and damages recoverable pursuant to California Civil Code Section 1951.2Default of Tenant. If Landlord uses shall so apply any or applies all or any portion of the such Security Deposit as provided aboveDeposit, Tenant shall, within three (3) days after shall immediately upon demand therefor, deposit cash with Landlord in an the amount sufficient so applied to restore the Security Deposit to the full original amount thereof, and Tenant’s failure to do so shall, at Landlord’s option, be an Event of Default under this Lease with no opportunity to cure. If Tenant performs all of Tenant’s obligations hereunder, Landlord shall return the Security Deposit, or so much thereof as has shall not have theretofore been applied in accordance with the terms of this Section, to Tenant on or before that date which is forty-five (45) days following the expiration or earlier termination of the Term of this Lease and surrender of possession of the Premises by Tenant to Landlord at such time, provided that there is then existing no Default of Tenant (nor any circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant). Landlord shall have no obligation to pay interest on the Security Deposit and may commingle the same with Landlord’s other funds. If Landlord assigns Landlord’s interest under this Lease, the Security Deposit, or any part thereof not previously applied, may be turned over by Landlord to Landlord’s assignee, and, if so turned over, Tenant agrees to look solely to such assignee for proper application of the Security Deposit in accordance with the terms of this ARTICLE 18. So long as no monetary Default of Tenant has previously occurred and no non-monetary Default of Tenant has occurred in the prior twelve (12) months, Tenant is not then in default, Landlord has not previously drawn on the Security Deposit and provided that Tenant has a market capitalization of $1,000,000,000, Tenant may reduce the Security Deposit by $339,296.00 to $678,592.00 on the fourth anniversary of the Term Commencement Date by written notice to Landlord with reasonable evidence of such market capitalization. Such reduction in the amount of the Security Deposit shall be returned to Tenant (or, at Landlord’s option, to the last assignee, if any, of Tenant’s interest hereunder) accomplished within thirty (30) days following the later of request therefor by either (i) Landlord returning $339,296.00 to occur of (a) the expiration of the Term of this Lease Tenant, if cash or (bii) Tenant’s vacation if the Security Deposit is a Letter of Credit, then Tenant shall provide Landlord with a replacement Letter of Credit in the amount of $678,592.00 and surrender Landlord will promptly return the original Letter of Credit to Tenant $1,017,888.00. The Holder of a Mortgage shall not be responsible to Tenant for the Premises in accordance with the requirements of this Lease. Tenant waives the provisions of California Civil Code Section 1950.7, or any similar or successor laws now or hereinafter in effect, that restrict Landlord’s use return or application of the any such Letter of Credit and/or Security Deposit, whether or that provide specific time periods for return not it succeeds to the position of the Deposit. Landlord shall not be deemed to hold the Security Deposit in trust nor be required to keep the Security Deposit separate from its general fundshereunder, and Tenant shall not be entitled to any interest on the Security Deposit. The unless such Letter of Credit and/or Security Deposit shall not be construed as an advance payment of Rent nor liquidated damages, and if Landlord’s claims hereunder exceed the Security Deposit, Tenant shall remain liable for the balance of have been received in hand by such claimsHolder.