Common use of DEFAULTS BY LANDLORD Clause in Contracts

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) above.

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, unless Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) days after demand for performance is Tenant gives Landlord and (provided that Tenant shall have been given by Tenantthe name and address of Landlord’s Mortgagee) Landlord’s Mortgagee written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord’s failure. If, however, the failure cannot reasonably be cured within the thirty (30) day period, Landlord shall not be in default is of such a character as to require more than 30 days to cure, hereunder if Landlord or Landlord’s Mortgagee commences to cure the failure within the thirty (30) days and thereafter pursues the curing of same diligently to completion. If Tenant recovers a money judgment against Landlord for Landlord’s default of its obligations hereunder or otherwise, the judgment shall fail be limited to commence said cure promptly Tenant’s actual direct, but not consequential, damages therefor and use reasonable diligence shall be satisfied only out of the interest of Landlord in working to complete such cure the Complex as quickly as reasonably possiblethe same may then be encumbered, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not otherwise be deemed to be in material default hereunder (“Landlord Default”)liable for any deficiency. Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in In no event shall Tenant have any the right to terminate this Lease as a result levy execution against any property of a Landlord Default, except as provided other than its interest in the following sentenceComplex. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the The foregoing provision shall not limit any rights right that Tenant may have, at law, might have to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice obtain specific performance of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) aboveLandlord’s obligations hereunder.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its Landlord’s obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after written notice from Tenant specifying such failure, Tenant’s exclusive and sole remedy shall be an action for damages, or, as set forth below, self-help rights. Tenant is granted no contractual right of termination by the Lease, except to the extent and only to the extent set forth in Section 11.1 and 16. Notwithstanding any other term or conditions of this Lease to the contrary, Landlord shall not be in default unless Landlord fails to perform obligations required of Landlord and such failure continues for more than thirty (30) days after written notice by Tenant; provided, however, that if the nature of Landlord’s obligation is such that more than thirty (30) days are required for performance, then Landlord shall not be in default if Landlord commences performance within such thirty (30) day period and thereafter diligently prosecutes the same to completion. Said notice shall specify the exact alleged default. Following said notice and cure period, Tenant may then (i) take any remedy available to it under this Lease; (ii) bring an action in a court of law to seek an award for damages (in no event shall Tenant be entitled to withhold rents or terminate this lease without a binding final judgment or decision by a court or arbitrator); or (iii) take the self help measures set forth in the following paragraph. In the event that Landlord fails to perform or provide any maintenance, repairs or replacements or to provide any utility service (each, a “Landlord’s Default”), then Tenant shall provide a second written notice to Landlord, which notice shall describe the work that Tenant intends to undertake and the estimated cost of such work, to the extent practical. In the event that Landlord fails to commence applicable repairs within five (5) business days following receipt of the second notice required by clause (a)notice, fail Tenant may proceed to cure Landlord’s Default and Landlord shall reimburse Tenant for all reasonable third-party expenses and costs incurred by Tenant in curing Landlord’s Default, plus an additional five percent (5%) of such Landlord Default or commence amount to compensate Tenant for the overhead and diligently pursue the remedies necessary administrative costs relating to effect such cure, which obligation to reimburse shall survive the Expiration Date or earlier termination of this Lease. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as Tenant’s self help rights set forth in clause this paragraph are limited to items that do not affect (ai) aboveother leasable space, or (ii) Common Areas.

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, unless Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) 30 days after demand for performance is Tenant gives Landlord and (provided that Tenant shall have been given by Tenantthe name and address of Landlord's Mortgagee) Landlord's Mortgagee written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord's failure. If, however, the failure cannot reasonably be cured within the 30-day period, Landlord shall not be in default is of such a character as hereunder if Landlord or Landlord's Mortgagee commences to require more than cure the failure within the 30 days and thereafter pursues the curing of same diligently to curecompletion. If Tenant recovers a money judgment against Landlord for Landlord's default of its obligations hereunder or otherwise, if the judgment shall be limited to Tenant's actual direct, but not consequential, damages therefor and shall be satisfied only out of the interest of Landlord in the Complex as the same may then be encumbered, and Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not otherwise be deemed to be in material default hereunder (“Landlord Default”)liable for any deficiency. Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in In no event shall Tenant have any the right to terminate this Lease as a result levy execution against any property of a Landlord Default, except as provided other than its interest in the following sentenceComplex. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the The foregoing provision shall not limit any rights right that Tenant may have, at law, might have to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice obtain specific performance of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) aboveLandlord's obligations hereunder.

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, unless and until Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) 90 days after demand for performance is given by TenantTenant gives Landlord written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord's failure; provided, however, that if the failure cannot reasonably be cured within the 90 day time period, Landlord shall not be in default is of such a character as to require more than 30 days to cure, hereunder if Landlord shall fail commences to commence said cure promptly the failure within the 90 days and use reasonable diligence thereafter pursues the curing of same diligently to completion. If Landlord in working curing its default hereunder is required to advertise for public bids for the work to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premisescure, then Landlord shall be deemed to have commenced such cure upon commencement of preparation of specifications to be used in material default hereunder (“advertising such public bids. If Landlord Default”). Upon any Landlord Defaultdefaults under this Lease and, as a consequence of the default, Tenant may seek recovers a money judgment against Landlord, the recovery of damages or may seek injunctive reliefjudgment, but nothing herein which must be final, shall be deemed satisfied only out of, and Tenant hereby agrees to give look solely to, any money due by Tenant to Landlord under this Lease and the interest of Landlord in the Leased Premises as the same may then be encumbered, and Landlord shall not be liable for any deficiency. In no event shall Tenant have the right to offset levy execution against or reduce any property of Landlord other than its interest in the Rent or other sums due pursuant Leased Premises. Tenant's remedies for a default by Landlord hereunder shall be limited to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) claims for damages, specific performance and injunctive relief; and in no event shall Tenant have any right be entitled to rescind or terminate this Lease lease or Tenant's obligations hereunder as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice consequence of such default by Tenant Landlord. Landlord shall not be obligated to Landlord and the holder of impose taxes or any Underlying Mortgage (whose name and address have been previously forwarded special assessments to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) abovesatisfy its obligations hereunder.

DEFAULTS BY LANDLORD. If Landlord shall have committed an “Event of Default” if it fails to perform any of its obligations term, condition, covenant or breaches any of its covenants contained in obligation required under this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenantwritten notice thereof from Tenant to Landlord; provided, or however, that if the nature of term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty days, such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder (“have been cured if Landlord Default”)commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence and during the continuance of any Landlord such Event of Default, Tenant may seek the recovery of damages or may seek may, as Tenant’s sole remedies either (i) xxx for injunctive relief, but nothing herein shall be deemed or (ii) to give Tenant the right limited extent such Event of Default relates solely to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, cure such breach of Landlord at Landlord’s cost. If Tenant cures a breach by Landlord pursuant to the foregoing provision preceding clause (ii), Tenant shall not limit any rights that Tenant may havefurnish an invoice for Tenant’s actual, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default reasonable and out-of-pocket expenses incurred by Tenant to Landlord and the holder of any Underlying Mortgage in effecting such cure (whose name and address have been previously forwarded to Tenant“Cure Costs”), stating that Tenant may seek to terminate this Lease based on such default if and Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) shall be afforded 10 days after receipt of the second Tenant’s notice required by clause (a)in which to remit full payment. If Landlord fails to remit such payment to Tenant, fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) amount of Cure Costs due to Tenant exceeds $5,000.00, then Tenant may deduct and offset the amount of Cure Costs that are due to Tenant from amounts owed to Landlord plus interest at the Default Rate from the date of the Underlying Mortgages(s) written demand for payment of the second notice as set forth in clause (a) above.Cure Costs through the date that Tenant has been effectively reimbursed for the Cure Costs

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, except as expressly set forth herein, unless Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) days after demand for performance is Tenant gives Landlord and (provided that Tenant shall have been given by Tenantthe name and address of Landlord's Mortgagee) Landlord's Mortgagee written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord's failure. If, however, the failure cannot reasonably be cured within the thirty (30) day period, Landlord shall not be in default is of such a character as to require more than 30 days to cure, hereunder if Landlord or Landlord's Mortgagee commences to cure the failure within the thirty (30) days and thereafter pursues the curing of same diligently to completion. If Tenant recovers a money judgment against Landlord for Landlord's default of its obligations hereunder or otherwise, the judgment shall fail be limited to commence said cure promptly Tenant's actual direct, but not consequential, damages therefor and use reasonable diligence shall be satisfied only out of the interest of Landlord in working to complete such cure the Complex as quickly as reasonably possiblethe same may then be encumbered, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not otherwise be deemed to be in material default hereunder (“Landlord Default”)liable for any deficiency. Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in In no event shall Tenant have any the right to terminate this Lease as a result levy execution against any property of a Landlord Default, except as provided other than its interest in the following sentenceComplex. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the The foregoing provision shall not limit any rights right that Tenant may have, at law, might have to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice obtain specific performance of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) aboveLandlord's obligations hereunder.

DEFAULTS BY LANDLORD. If Landlord fails to perform should be in default in the performance of any of its obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in under this Lease) such , which default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of written notice from Tenant specifying such default, or if such default is of a nature to require more than thirty (30) days for remedy and continues beyond the second notice required by clause time reasonably necessary to cure (aand Landlord has not undertaken procedures to cure the default within such thirty (30) day period and diligently pursued such efforts to complete cure), fail Tenant may terminate this Lease and/or, in addition to cure such Landlord Default any other remedy available at law or commence and diligently pursue the remedies in equity, at its option, upon written notice, incur any expense necessary to effect perform the obligation of Landlord specified in such curenotice and deduct such expense from the rents or other charges next becoming due. Said 30 day period Tenant may not terminate this Lease, however, unless an arbitration panel appointed as provided below determines that Tenant's use of the Demised Premises is materially and adversely affected, which may include, without limitation, inability of Tenant or its customers to obtain access to the Shopping Center or the Premises, or a material obstruction of parking in or visibility of the Premises. In the event that Tenant elects to terminate this Lease as provided herein, Tenant shall commence on receipt notify Landlord, whereupon Landlord or Tenant shall file formal demand for arbitration with the office of the American Arbitration Association ("AAA") in the county in which the Shopping Center is located. Each party shall thereafter conform with the schedule for the selection of arbitrators (who shall be three in number unless the parties otherwise agree) imposed by AAA; and thereafter the parties shall conform with such schedule and rules of procedure as shall be determined by AAA or such selected arbitrators, including without limitation such schedule as may be determined for any and all discovery, and for the presentation of the case by each. The scope of permitted discovery, and the rules of discovery and procedure to be followed by the Landlord parties, shall be determined exclusively by the arbitrators, after consultation with the parties; and the holder(s) judgment of such arbitrators concerning such rules and scope shall be final. Such arbitrators shall render their determination whether Tenant's use of the Underlying Mortgages(s) Demised Premises has been materially and adversely affected. If so, Tenant may terminate this Lease. If such arbitrators determine that use of the second notice as set forth Demised Premises has not been materially and adversely affected, Tenant may not terminate this Lease, and Tenant's remedies shall be limited to those available under this Lease (except termination) or those available at law or in clause (a) aboveequity.

DEFAULTS BY LANDLORD. 20.1 If Landlord fails to perform or observe any of its obligations the terms, covenants or breaches any of its covenants conditions contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on TenantLandlord’s use or occupancy of the Premises, then Landlord shall be deemed part to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages performed or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, observed within thirty (30) days after receipt written notice of default from Tenant or, when more than thirty (30) days shall be required because of the second notice required by clause (a)nature of the default, if Landlord shall fail to proceed diligently to commence to cure such default within thirty (30) days after written notice thereof from Tenant, said failure shall constitute a default by Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) under this Lease. 20.2 If Tenant is given notice of the Underlying Mortgages(sname and address of any mortgagee, then prior to exercising its remedies under this Lease, Tenant shall give written notice of any Landlord’s default to such mortgagee, specifying the default in reasonable detail, and affording such mortgagee the right to perform on behalf of Landlord within thirty (30) days after written notice of Landlord’s default from Tenant or, when more than thirty (30) days shall be required because of the second nature of the default, within such longer period as shall be reasonable under the circumstances after written notice as of Landlord’s default from Tenant. If such mortgagee does perform on behalf of Landlord, such default shall be deemed cured and Tenant shall have no further remedies with respect thereto. For all purposes under this Lease, “mortgagee” means the holder, beneficiary or ground lessor under any mortgage, deed of trust, security agreement or ground lease or similar instrument affecting the Shopping Center. 20.3 Tenant hereby waives the right to terminate this Lease for Landlord’s defaults, Tenant’s remedies being limited to the right to seek damages or specific performance. In the event Tenant makes any claim or asserts any cause of action against Landlord: (a) Tenant’s sole and exclusive remedy shall be against the current rents, issues, profits and other income Landlord receives from Landlord’s operation of the Shopping Center, net of all current operating expenses, liabilities, reserves and debt service associated with said operation (“Net Income” for purposes of this Section only), and subject to the rights of Landlord’s mortgagees; (b) no other real, personal or mixed property of Landlord, wherever located, shall be subject to levy on any judgment obtained against Landlord, (c) if such Net Income is insufficient to satisfy any judgment, Tenant will not institute any further action, suit, claim or demand, in law or in equity, against Landlord for or on the account of such deficiency, and (d) Tenant shall have no right to withhold rent or perform or cure any such alleged defaults of Landlord at Landlord’s expense. The limitations set forth in clause this Section shall be enforceable by Landlord and/or by any direct or indirect owner, member, shareholder, manager, partner, trustee, officer, director, employee, agent, contractor or property manager of Landlord. 20.4 EXCEPT AS PROVIDED BY THE OTHER PROVISIONS OF THIS LEASE WHICH MAY PRESCRIBE A SHORTER PERIOD, ANY CLAIM, DEMAND, RIGHT OR DEFENSE OF ANY KIND BY TENANT WHICH IS BASED UPON OR ARISES IN CONNECTION WITH THIS LEASE OR NEGOTIATIONS PRIOR TO EXECUTION, SHALL BE BARRED UNLESS TENANT COMMENCES AN ACTION THEREON WITHIN TWELVE (a12) aboveMONTHS AFTER THE DATE OF OCCURRENCE OF THE ACT OR OMISSION TO WHICH THE CLAIM, DEMAND, RIGHT OR DEFENSE RELATES; TENANT HEREBY WAIVES ANY STATUTORY LIMITATIONS PERIODS UNDER APPLICABLE CALIFORNIA STATE LAW WHICH MAY PRESCRIBE A LONGER PERIOD. 20.5 Under no circumstances shall either party be liable to the other for any consequential damages under or in connection with this Lease. 20.6 If any sums are payable by Landlord to Tenant pursuant to any provision of this Lease, Landlord shall have the right to first offset from such sum any amounts that are currently payable by Tenant to Landlord pursuant to any provision contained in this Lease.

DEFAULTS BY LANDLORD. If Landlord fails to perform or observe any of its obligations the terms, covenants or breaches any of its covenants conditions contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed Landlord's part to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages performed or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, observed within thirty (30) days after receipt written notice of such failure from Tenant or, when more than thirty (30) days shall be required because of the second notice required by clause (a)nature of the failure, if Landlord shall fail to cure such failure within such longer period as shall be reasonable under the circumstances after written notice of such failure from Tenant, said failure shall constitute a default by Landlord Default under this Lease. In the event of the continuation of a default by Landlord under this Lease after the expiration of all applicable cure periods provided for under this Lease, Tenant shall then have the right to pursue all available rights and remedies at law or commence in equity arising out of or pertaining to such default of Landlord. So long as Landlord has previously provided written notice to Tenant identifying Landlord’s Mortgagee and diligently pursue has included in such notice a notice address for such Landlord’s Mortgagee, Tenant shall send a copy of such written notice of failure to Landlord's Mortgagee, which shall have the remedies necessary to effect such cure. Said 30 day same cure period as Landlord, which cure period shall commence on begin upon Landlord’s Mortgagee’s receipt by of such written notice, and Xxxxxx’s rights and remedies shall not accrue unless the Landlord and Landlord’s Mortgagee’s cure period has expired without the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) abovefailure having been cured.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if 23.1 Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not be deemed to be in material default hereunder (“Landlord Default”). Upon in the performance of any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to obligation under this Lease (without limiting any other express rights of offset granted unless and until it has failed to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of perform such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, obligation within thirty (30) days after receipt of written notice by Tenant to Landlord specifying such failure; provided, however, that if the second nature of Landlord's default is such that more than thirty (30) days are required for its cure, then Landlord shall not be deemed to be in default if it commences such cure within the thirty (30)-day period and thereafter diligently prosecutes such cure to completion. Notwithstanding the foregoing, Landlord's failure to provide Tenant with water, electricity, heating, ventilating and air conditioning and elevator service ("essential services") within ten (10) days after the receipt of the written notice required from tenant specifying such failure shall be deemed a default of this lease so long as failure was caused by clause the negligence or willful misconduct of Landlord and in that event, Tenant shall have the right to obtain such services from a third party. Tenant agrees to give any Mortgagee a copy, by certified mail, of any notice of default served upon Landlord, provided that prior to such notice Tenant has been notified in writing (a)by way of Notice of Assignment of Rents and Leases, fail or otherwise) of the address of such Mortgagee. Tenant further agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease, then any such Mortgagee shall have an additional forty-five (45) days within which to cure such default on the part of the Landlord Default or commence if such default cannot be cured within that time, then such additional time as may be necessary if within that forty-five (45) days the Mortgagee has commenced and diligently pursue is pursuing the remedies necessary to cure such default (including but not limited to commencement of foreclosure proceedings, if necessary, to effect such cure), in which event this Lease shall not be terminated while such remedies are being so pursued. Said 30 day period If Tenant recovers any judgment against Landlord for a default by Landlord of this Lease, the judgment shall commence on receipt by the Landlord and the holder(s) be satisfied only out of the Underlying Mortgages(s) interest of Landlord in the second notice as set forth in clause (a) aboveProject and neither Landlord nor any of its partners, shareholders, officers, directors, employees or agents shall be personally liable for any such default or for any deficiency.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if 23.1. Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not be deemed to be in material default hereunder (“Landlord Default”). Upon in the performance of any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to obligation under this Lease (without limiting any other express rights of offset granted unless and until it has failed to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of perform such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, obligation within thirty (30) days after receipt of written notice by Tenant to Landlord specifying such failure; provided, however, that if the second nature of Landlord's default is such that more than thirty (30) days are required for its cure, then Landlord shall not be deemed to be in default if it commences such cure within the thirty (30)-day period and thereafter diligently prosecutes such cure to completion. Tenant agrees to give any Mortgagee a copy, by certified mail, of any notice required of default served upon Landlord, provided that prior to such notice Tenant has been notified in writing (by clause (a)way of Notice of Assignment of Rents and Leases, fail or otherwise) of the address of such Mortgagee. Tenant further agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease, then any such Mortgagee shall have an additional fifteen (15) days within which to have the right, but not the obligation, to cure such default on the part of the Landlord Default or commence if such default cannot be cured within that time, then such additional time as may be necessary if within that fifteen (15) days the Mortgagee has commenced and diligently pursue is pursuing the remedies necessary to cure such default (including but not limited to commencement of foreclosure proceedings, if necessary, to effect such cure), in which event this Lease shall not be terminated while such remedies are being so pursued. Said 30 day period If Tenant recovers any judgment against Landlord for a default by Landlord of this Lease, the judgment shall commence on receipt by the Landlord and the holder(s) be satisfied only out of the Underlying Mortgages(s) interest of Landlord in the second notice as set forth in clause (a) aboveProject and neither Landlord nor any of its partners, shareholders, officers, directors, employees or agents shall be personally liable for any such default or for any deficiency.

DEFAULTS BY LANDLORD. (a) (1) If Landlord fails shall breach, violate or -------------------- otherwise fail to perform any of its the other conditions, covenants, agreements or obligations or breaches any of its covenants contained in this Lease herein to be performed by Landlord , and (unless another time limit is specified in this Lease) such default failure to perform continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of written notice thereof to Landlord by Tenant setting forth in detail the second notice default, provided that if such a default will take longer than this thirty (30)-day period to cure, Landlord shall have such longer period, as may be reasonably required by clause to effectuate such cure, as long as such cure is commenced within such thirty (a)30)-day period, fail and such cure is prosecuted diligently to completion then such failure, breach, violation, occurrence or failure to pay shall constitute an Event of Default. (2) Upon an Event of Default, then in any of said events, Tenant shall be entitled to exercise any of the following remedies provided in this Section 29. Each such remedy shall be cumulative and the exercise of any one remedy shall not preclude the exercise of any other remedy provided hereunder: (i) Tenant may cure such default on behalf of and at the expense of Landlord, and do all necessary work and make all necessary payments in connection therewith, including but not limited to the payment of any fees, costs and charges of or in connection with any legal action which may be brought in connection with such Landlord's Default, in which event Landlord Default or commence and diligently pursue shall promptly pay to Tenant forthwith the remedies necessary to effect such cure. Said 30 day period shall commence on receipt amount so paid by the Tenant, together with interest thereon at the Lease Interest Rate; (ii) Tenant may recover from Landlord any and the holder(s) all damages or expenses suffered or incurred by Tenant as a result of the Underlying Mortgages(sEvent of Default; and (iii) Tenant may obtain and enforce an order of the second notice as set forth in clause (a) abovespecific performance or injunctive relief against Landlord.

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, unless Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) days after demand for performance is Tenant gives Landlord and (provided that Tenant shall have been given by Tenantthe name and address of Landlord's Mortgagee) Landlord's Mortgagee written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord's failure. If, however, the failure cannot reasonably be cured within the thirty (30) day period, Landlord shall not be in default is of such a character as to require more than 30 days to cure, hereunder if Landlord or Landlord's Mortgagee commences to cure the failure within the thirty (30) days and thereafter pursues the curing of same for such longer period (not to exceed 120 days) diligently to completion. If Tenant recovers a money judgment against Landlord for Landlord's default of its obligations hereunder or otherwise, the judgment shall fail be limited to commence said cure promptly Tenant's actual direct, but not consequential, damages therefor and use reasonable diligence shall be satisfied only out of the interest of Landlord in working to complete such cure the Complex as quickly as reasonably possiblethe same may then be encumbered, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not otherwise be deemed to be in material default hereunder (“Landlord Default”)liable for any deficiency. Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in In no event shall Tenant have any the right to terminate this Lease as a result levy execution against any property of a Landlord Default, except as provided other than its interest in the following sentenceComplex. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the The foregoing provision shall not limit any rights right that Tenant may have, at law, might have to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice obtain specific performance of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) aboveLandlord's obligations hereunder.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if 23.1 Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not be deemed to be in material default hereunder (“Landlord Default”). Upon in the performance of any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to obligation under this Lease (without limiting any other express rights of offset granted unless and until it has failed to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of perform such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, obligation within thirty (30) days after receipt of written notice by Tenant to Landlord specifying such failure; provided, however, that if the second nature of Landlord's default is such that more than thirty (30) days are required for its cure, then Landlord shall not be deemed to be in default if it commences such cure within the thirty (30) day period and thereafter diligently prosecutes such cure to completion. Tenant agrees to give any Mortgagee a copy, by certified mail, of any notice required of default served upon Landlord, provided that prior to such notice Tenant has been notified in writing (by clause (a)way of Notice of Assignment of Rents and Leases, fail or otherwise) of the address of such Mortgagee. Tenant further agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease. Then any such Mortgagee shall have an additional forty-five (45) days within which to have the right but not the obligation, to cure such default on the part of the Landlord Default or commence if such default cannot be cured within that time. Then such additional time as may be necessary if within that forty-five (45) days the Mortgagee has commenced and diligently pursue is pursuing the remedies necessary to cure such default (including but not limited to commencement of foreclosure proceedings, if necessary; to effect such cure), in which event this Lease shall not be terminated while such remedies are being so pursued. Said 30 day period If Tenant recovers any judgment against Landlord for a default by Landlord of this Lease the judgment shall commence on receipt by the Landlord and the holder(s) be satisfied only out of the Underlying Mortgages(s) interest of Landlord in the second notice as set forth in clause (a) aboveProject and neither Landlord nor any of its partners, shareholders, officers, directors, employees or agents shall be personally liable for any such default or for any deficiency.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) days after demand for performance is given by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not be deemed to be in material default hereunder (“Landlord Default”). Upon in the performance of any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to obligation under this Lease (without limiting any other express rights of offset granted unless and until it has failed to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of perform such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, obligation within thirty (30) days after receipt of written notice by Tenant to Landlord specifying such failure; provided, however, that if the second nature of Landlord's default is such that more than thirty (30) days are required for its cure, then Landlord shall not be deemed to be in default if it commences such cure within the thirty (30) day period and thereafter diligently prosecutes such cure to completion. Tenant agrees to give any Mortgagee a copy, by registered mail, of any notice required of default served upon Landlord, provided that prior to such notice Tenant has been notified in writing (by clause (a)way of Notice of Assignment of Rents and Leases, fail or otherwise) of the address of such Mortgagee. Tenant further agrees that if Landlord shall have failed to cure such default within the time provided for in this Lease, then any such Mortgagee shall have an additional thirty (30) days within which to cure such default on the part of the Landlord Default or commence if such default cannot be cured within that time, then such additional time as may be necessary if within that thirty (30) days the Mortgagee has commenced and diligently pursue is pursuing the remedies necessary to cure such default (including but not limited to commencement of foreclosure proceedings, if necessary to effect such cure), in which event this Lease shall not be terminated while such remedies are being so pursued. Said 30 day period If Tenant recovers any judgment against Landlord for a default by Landlord of this Lease, the judgment shall commence on receipt by the Landlord and the holder(s) be satisfied only out of the Underlying Mortgages(s) interest of Landlord in the second notice as set forth in clause (a) aboveProject and neither Landlord nor any of its partners, shareholders, officers, directors, employees or agents shall be personally liable for any such default or for any deficiency.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations covenant, condition, or breaches any of its covenants agreement contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) within 30 days after demand for performance is given by Tenant, receipt of written notice from Tenant specifying such failure (or if the nature of such default is of such a character as to require more than failure cannot reasonably be cured within 30 days to curedays, if Landlord shall fail does not commence to commence said cure promptly the failure within that 30 day period and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder within ninety (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (3090) days after receipt of the second written notice required by clause (afrom Tenant, if reasonably possible), fail then such failure shall constitute a default hereunder and Landlord shall be liable to Tenant for any damages sustained by Tenant as a result of Landlord's default; provided, however, it is expressly understood and agreed that if Tenant obtains a money judgment against Landlord resulting from any default or other claim arising under this Lease, that judgment shall be satisfied only in an amount equal to the value of rents, issues, profits, and other income actually received on account of and the value of Landlord's right, title and interest in the Premises, Building and/or Shopping Center, and no other real, personal or mixed property of Landlord (or of any of the partners which comprise Landlord, or of partners or principals of such partners comprising Landlord, if any, or of Landlord's officers, shareholders or directors, if any) wherever situated, shall be subject to levy, attachment or execution, or otherwise used to satisfy any such judgment. Tenant hereby waives any right to satisfy a judgment against Landlord except from the rents, issues, profits and other income actually received on account of Landlord's right, title and interest in the Premises, Building and/or Shopping Center. If, after notice to Landlord of default, Landlord (or any first mortgagee or first deed of trust beneficiary of Landlord) fails to cure the default as provided below, then (subject to the provisions of Article 21.2. hereof) Tenant shall have the right to cure that default at Landlord's expense. In such case Landlord shall pay the reasonable cost of such cure promptly following receipt of a xxxx from Tenant itemizing the cost of such cure. Tenant shall not have the right to terminate this Lease or to withhold, reduce or offset any cost of such cure against any payments of Rent or any other charges due and payable to Landlord under this Lease, except as otherwise specifically provided in this Lease. Tenant agrees to send by certified or registered mail to any mortgagee or deed of trust beneficiary of the Shopping Center whose address has been furnished to Tenant, a copy of any notice of default served by Tenant on Landlord. If Landlord fails to cure such Landlord Default default within the time provided for in this Lease, Tenant shall provide any such mortgagee or commence beneficiary with notice of such failure and diligently pursue the remedies necessary such mortgagee or beneficiary shall have an additional 30 days following receipt of such notice to effect cure such cure. Said default; provided that if such default cannot reasonably be cured within that additional 30 day period period, then such mortgagee or beneficiary shall commence on receipt by have such additional time to cure the Landlord and default as is reasonably necessary under the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) abovecircumstances.

DEFAULTS BY LANDLORD. If Landlord shall be in default under this Lease if Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty fifteen (3015) days after demand for performance is given Tenant delivers written notice thereof to Landlord (to each of the addresses required by Tenant, or if the nature of such default is of such a character as to require more than 30 days to cure, if Landlord shall fail to commence said cure promptly this Section) and use reasonable diligence in working to complete such cure as quickly as reasonably possible, and if such default each mortgagee who has a material adverse impact on Tenant’s use or occupancy lien against any portion of the Premises, then Landlord shall be deemed to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) Property and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have has been previously forwarded provided to Tenant), stating provided that if such FAILURE CANNOT REASONABLY BE CURED WITHIN said fifteen (15) day period, Landlord shall not be in default hereunder if the curative action is commenced within said fifteen (15) day period and is thereafter diligently pursued until cured. In no event shall (i) Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and claim a constructive or actual eviction or that the Premises have become unsuitable hereunder or (bii) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt a constructive or actual eviction or breach of the second implied warranty of suitability be deemed to have occurred under this Lease, prior to the expiration of THE NOTICE AND CURE PERIODS PROVIDED under this Section 13.3. Any notice required of a failure to perform by clause (a), fail Landlord shall be sent to cure such Landlord Default or commence at the addresses and diligently pursue to the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) attention of the Underlying Mortgages(s) of the second notice as parties set forth in clause (a) abovethe Basic Lease Provisions. Any notice of a failure to perform by Landlord not sent to Landlord at all addresses and/or to the attention of all parties required under this Section and to each mortgagee who is entitled to notice or not sent in compliance with Article 14 below shall be of no force or effect.

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this -------------------- Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, unless Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) days after demand for performance is Tenant gives Landlord and (provided that Tenant shall have been given by Tenantthe name and address of Landlord's Mortgagee) Landlord's Mortgagee written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord's failure. If, however, the failure cannot reasonably be cured within the thirty (30) day period, Landlord shall not be in default is of such a character as to require more than 30 days to cure, hereunder if Landlord or Landlord's Mortgagee commences to cure the failure within the thirty (30) days and thereafter pursues the curing of same diligently to completion. If Tenant recovers a money judgment against Landlord for Landlord's default of its obligations hereunder or otherwise, the judgment shall fail be limited to commence said cure promptly Tenant's actual direct, but not consequential, damages therefor and use reasonable diligence shall be satisfied only out of the interest of Landlord in working to complete such cure the Complex as quickly as reasonably possiblethe same may then be encumbered, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not otherwise be deemed to be in material default hereunder (“Landlord Default”)liable for any deficiency. Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in In no event shall Tenant have any the right to terminate this Lease as a result levy execution against any property of a Landlord Default, except as provided other than its interest in the following sentenceComplex. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the The foregoing provision shall not limit any rights right that Tenant may have, at law, might have to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice obtain specific performance of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) aboveLandlord's obligations hereunder.

DEFAULTS BY LANDLORD. If Except for any delay in Landlord’s performance of any of Landlord’s obligations hereunder caused by Force Majeure, a Landlord Default (herein so called) shall exist under this Lease if Landlord fails to perform any of its Landlord’s obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) days after demand for performance is Tenant gives Landlord (and, provided that Tenant shall have been given by Tenantthe name and mailing address of any Landlord’s Mortgagee, or if each such Landlord’s Mortgagee) written notice thereof specifying, with reasonable particularity, the nature of Landlord’s default; provided, however, that if the default cannot reasonably be cured within such default is thirty (30) day time period, then such thirty (30) day period shall be extended to an aggregate period of such a character as to require more than 30 ninety (90) days to cure, if Landlord shall fail or any Landlord’s Mortgagee commences to commence said cure promptly the default after Tenant gives such notice and use reasonable diligence in working thereafter diligently pursues the curing of same to complete such cure as quickly as reasonably possible, and if such default has a material adverse impact on completion. Tenant’s use sole and exclusive remedy for any uncured default by Landlord hereunder, in lieu of all other remedies, at law, in equity, or occupancy of the Premises, then Landlord shall be deemed to be in material default hereunder (“Landlord Default”). Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any all of which other express rights of offset granted remedies, if any, Tenant hereby expressly waives and abandons) shall be the right to Tenant pursue an action to recover only Tenant’s actual monetary damages proximately caused by such default by Landlord under this Lease) and in no event shall Tenant have any right to terminate this Lease as a result of a Landlord Default, except as provided in the following sentence. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the foregoing provision shall not limit any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) above.

DEFAULTS BY LANDLORD. If Landlord shall not be in default under this Lease, and Tenant shall not be entitled to exercise any right, remedy or recourse against Landlord or otherwise as a consequence of any alleged default by Landlord under this Lease, unless Landlord fails to perform any of its obligations or breaches any of its covenants contained in this Lease hereunder and (unless another time limit is specified in this Lease) such default said failure continues for a period of at least thirty (30) days after demand for performance is Tenant gives Landlord and (provided that Tenant shall have been given by Tenantthe name and address of Landlord's Mortgagee) Landlord's Mortgagee written notice thereof specifying, or if with reasonable particularity, the nature of such Landlord's failure. If, however, the failure cannot reasonably be cured within the thirty (30) day period, Landlord shall not be in default is of such a character as to require more than 30 days to cure, hereunder if Landlord or Landlord's Mortgagee commences to cure the failure within the thirty (30) days and thereafter pursues the curing of same diligently to completion. If Tenant recovers a money judgment against Landlord for Landlord's default of its obligations hereunder or otherwise, the judgment shall fail be limited to commence said cure promptly Tenant's actual direct, but not consequential, damages therefor and use reasonable diligence shall be satisfied only out of the interest of Landlord in working to complete such cure the Complex as quickly as reasonably possiblethe same may then be encumbered, and if such default has a material adverse impact on Tenant’s use or occupancy of the Premises, then Landlord shall not otherwise be deemed to be in material default hereunder (“Landlord Default”)liable for any deficiency. Upon any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset against or reduce the Rent or other sums due pursuant to this Lease (without limiting any other express rights of offset granted to Tenant under this Lease) and in In no event shall Tenant have any the right to terminate this Lease as a result levy execution against any property of a Landlord Default, except as provided other than its interest in the following sentenceComplex. If the Landlord Default, however, is of such a nature that it materially and substantially interferes with Tenant’s occupancy and use of the Premises, the The foregoing provision shall not limit any rights right that Tenant may have, at law, might have to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice obtain specific performance of such default by Tenant to Landlord and the holder of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant), stating that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail to cure such Landlord Default or commence and diligently pursue the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by the Landlord and the holder(s) of the Underlying Mortgages(s) of the second notice as set forth in clause (a) aboveLandlord's obligations hereunder.

DEFAULTS BY LANDLORD. If Landlord fails to perform any of its obligations covenant, condition, or breaches any of its covenants agreement contained in this Lease and (unless another time limit is specified in this Lease) such default continues for a period of at least thirty (30) within 30 days after demand for performance is given by Tenant, receipt of written notice from Tenant specifying such failure (or if the nature of such default is of such a character as to require more than failure cannot reasonably be cured within 30 days to curedays, if Landlord shall fail does not commence to commence said cure promptly the failure within that 30 day period and use reasonable diligence in working to complete thereafter diligently prosecute such cure to completion), then such failure shall constitute a default hereunder and Landlord shall be liable to Tenant for any damages sustained by Tenant as quickly as reasonably possiblea result of Landlord's default; provided, however, it is expressly understood and agreed that if Tenant obtains a money judgment against Landlord resulting from any default or other claim arising under this Lease, that judgment shall be satisfied only out of the rents, issues, profits, and if such default has a material adverse impact other income actually received on Tenant’s use or occupancy account of Landlord's right, title and interest in the Premises, then Building and/or Shopping Center, and no other real, personal or mixed property of Landlord (or of any of the partners which comprise Landlord, or of partners or principals of such partners comprising Landlord, if any, or of Landlord's Officers, shareholders or directors, if any) wherever situated, shall be deemed subject to be in material default hereunder (“Landlord Default”)levy, attachment or execution, or otherwise used to satisfy any such judgment. Upon Tenant hereby waives any Landlord Default, Tenant may seek the recovery of damages or may seek injunctive relief, but nothing herein shall be deemed to give Tenant the right to offset satisfy a judgment against or reduce Landlord except from the Rent or rents, issues, profits and other sums due pursuant to this Lease (without limiting any other express rights income actually received on account of offset granted to Landlord's right, title and interest in the Premises, Building and/or Shopping Center. Tenant under this Lease) and in no event shall Tenant not have any the right to terminate this Lease as a result or to withhold, reduce or offset any cost of a such cure against any payments of Rent or any other charges due and payable to Landlord Defaultunder this Lease, except as otherwise specifically provided in this Lease. Tenant shall have the following sentence. If right to offset the amount of any money judgment obtained by Tenant against Landlord Default, however, is of such resulting from a nature that it materially and substantially interferes with Tenant’s occupancy and use default by Landlord under this Lease against payment of the Premisesminimum Annual Rent. Tenant agrees to send by certified or registered mail to any mortgagee or deed of trust beneficiary of the Shopping Center whose address has been furnished to Tenant, the foregoing provision shall not limit a copy of any rights that Tenant may have, at law, to claim a constructive eviction based on such Landlord Default and/or seek to terminate this Lease, if: (a) Such Landlord Default continues for at least twenty (20) days after a second notice of such default served by Tenant on Landlord. Subject to Landlord and the holder provisions of any Underlying Mortgage (whose name and address have been previously forwarded to Tenant)Paragraph 11.3 above, stating Tenant agrees that Tenant may seek to terminate this Lease based on such default if Landlord fails to timely cure such default within the time provided for in this Lease, Tenant shall provide any such mortgagee or beneficiary with notice of such failure and such mortgagee or beneficiary shall have an additional 30 days following receipt of such notice to cure such default; provided that if such default cannot reasonably be cured within that additional 30 day period, and (b) The Landlord and the holder of any Underlying Mortgage, within thirty (30) days after receipt of the second notice required by clause (a), fail then such mortgagee or beneficiary shall have such additional time to cure the default as is reasonably necessary under the circumstances. If neither Landlord nor any such Landlord Default mortgagee or commence beneficiary cures such default within the time periods provided above, then Tenant shall have the right to cure the default and diligently pursue recover the remedies necessary to effect such cure. Said 30 day period shall commence on receipt by cost thereof, with interest thereon at the Landlord and the holder(srate of ten percent (10%) of the Underlying Mortgages(s) of the second notice per annum, as set forth provided in clause (a) abovethis Article 26.