Common use of Landlord’s Default and Tenant’s Remedies Clause in Contracts

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time thirty (30) days following its receipt of such notice within which to perform such obligations; provided that, Landlord shall use diligence to cure such failure as soon as reasonably practicable; and provided, further, that if longer than thirty (30) days is reasonably required in order to perform such obligations, Landlord shall have such longer period. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant. In addition, in the event that any entity not controlling, controlled by or under common control with iStar Financial Inc. succeeds to Landlord’s rights and obligations under this Lease, and such successor Landlord defaults beyond the notice and cure period as above set forth, then, and only then, Tenant may perform such obligations at its option, may then cure any default of Landlord at such successor Landlord’s cost. If, pursuant to this Subarticle, in which event such successor Landlord shall promptly reimburse Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail for the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until costs reasonably and actually incurred by Tenant is reimbursed by Landlord. (unless Tenant may not offset would have been responsible to pay such sums against any installment of rent due costs as Additional Rent had Landlord under the terms of this Leaseperformed such obligations).

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s 's default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this LeaseSublease and such default continues for more than ten (10) days after written notice from Tenant to Landlord, Landlord Tenant may pursue all remedies at law or in equity; provided, however, in the event of any default for which notice has been given as provided herein, which because of its nature can be cured (but not within such thirty (30)-day period, other than the failure to pay a sum of money which shall nevertheless in all events be cured within such 30-day period), such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)-day period and shall, when commenced, be diligently prosecuted to completion. Tenant's right to seek any remedy for Landlord's default shall not be in default deemed waived by the failure to exercise said right nor shall any such failure estop Tenant from afterward asserting said right to seek any remedy as provided herein or as provided by law. Tenant shall not be entitled to terminate this Sublease or withhold, offset or xxxxx (except for any abatement express provided under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligationsSublease) any sums due hereunder. In the event no event, however, shall Landlord be liable to Tenant for any consequential or punitive damages. Section 11.04. Limitation of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost's Liability. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.[INTENTIONALLY OMITTED]

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of any ---------------------------------------- breach or default by Landlord under this Lease which breach or default is remediable and which (i) continues for a period of thirty (30) days after notice thereof from Tenant, then in addition to all other rights and remedies of Tenant under this Lease and at law or equity, Tenant may (but shall not be obligated to) cure such breach on behalf of Landlord’s default as above set forth, then, and only thenupon demand by Tenant Landlord shall promptly pay to Tenant the reasonable and actual costs and expenses of such cure. Provided, however, that such breach or default is of a nature that it cannot be remedied within a thirty (30) day period then Tenant shall not have the foregoing right unless Landlord is not diligently pursuing a remedy to completion. Notwithstanding anything contained in this Lease to the contrary, in the event of an emergency situation, the correction of which is Landlord's responsibility, Tenant shall immediately notify Landlord or the property manager orally or by facsimile, and upon the failure of Landlord or the property manager to promptly correct the emergency situation, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law right to compel correct the same and receive reimbursement therefor provided that the failure of Landlord to perform its obligations and/or to recover damages proximately caused by such immediately correct the emergency situation shall not be considered a Default under this Lease. An "emergency" situation shall be presumed if the prompt or immediate failure to perform (except as and cure has the potential to the extent result in injuries to persons or damage to property. When Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticlemakes demand for payment, Tenant reasonably pays any sum shall furnish Landlord an itemized statement of the costs and expenses incurred for cure. All costs and expenses incurred or advanced by Tenant under this Section 21.6 shall accrue interest at the Default Rate from thirty (30) days after the date Landlord receives a demand for payment and an itemized statement of such costs and expenses until payment is made in fully by Landlord. Tenant's rights hereunder to cure Landlord's default shall not be deemed to (i) impose an obligation on Tenant to do so, (ii) render Tenant liable to Landlord or any third party for an election not to do so, (iii) relieve Landlord from any performance obligation hereunder or does (iv) relieve Landlord from any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseindemnity obligation herein.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in Default if it fails to perform any of its obligations term, condition, covenant or obligation required under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant to Landlord; provided, however, that if the nature of term, condition, covenant or obligation to be performed by Landlord is such failure that it cannot reasonably be performed within thirty (30) days, such Default shall be deemed to perform its obligations, have been cured if Landlord commences such performance within said thirty-day period and then only after thereafter diligently undertakes to complete the same. Landlord shall have had will use commercially reasonable efforts to repair essential Building services as soon as possible. If Landlord has not commenced to cure a reasonable period of time following its receipt of such maintenance or repair Default set forth in said notice from Tenant within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thensaid 30-day period, Tenant may undertake all reasonable action to cure Landlord's failure of performance. If Tenant elects to cure said Default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant's contractor. Any materials used shall have be of equal or better quality than currently exists in the following remedies only: A. Building and Tenant's contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. Upon the occurrence of any such Default, Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to for any loss directly resulting from the extent Tenant has waived its right to damages as provided in this Lease). B. Tenantbreach, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, but Tenant shall not be immediately entitled to terminate this Lease or withhold, offset or xxxxx any sums due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this Lease, Landlord shall nevertheless not be in Lease and such default under the terms of this Lease until such time as Tenant shall have first given Landlord continues for more than thirty (30) days after written notice specifying the nature of such failure from Tenant to perform its obligationsLandlord, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In Tenant may pursue all remedies at law or in equity; provided, however, in the event of Landlord’s any default for which notice has been given as above set forthprovided herein, thenwhich because of its nature can be cured (but not within such thirty (30)-day period, and only thenother than the failure to pay a sum of money which shall in all events be cured within such 30-day period), Tenant such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)-day period and shall, when commenced, be diligently prosecuted to completion. Tenant's right to seek any remedy for Landlord's default shall not be deemed waived by the following remedies only: A. Tenant may then proceed in equity or at law failure to compel Landlord to perform its obligations and/or to recover damages proximately caused by exercise said right nor shall any such failure to perform (except as and to the extent estop Tenant has waived its from afterward asserting said right to damages seek any remedy as provided in this Lease). B. Tenant, at its option, may then cure any default herein or as provided by law. The remedies of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paidcumulative, and include any and all remedies as provided by law or in equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any recovery by Tenant shall include reasonable and documented costs, expenses and reasonable attorneys' fees incurred by Tenant. Any prior waiver of any of Tenant's rights under the reasons giving rise Lease shall not constitute a waiver of Tenant's rights to such payment), together with interest at twelve percent per annum from the date damages in event of such invoice until Tenant is reimbursed by subsequent default or breach of Landlord. Tenant may shall not be entitled to terminate this Lease or withhold, offset such sums against or xxxxx (except for any installment of rent due Landlord abatement express provided under the terms of this Lease) any sums due hereunder. In no event, however, shall Landlord be liable to Tenant for any consequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease)perform. B. Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s 's default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this SubarticleSubparagraph, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this SubarticleSubparagraph, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this SubarticleSubparagraph, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s 's default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant to Landlord; provided, however, that if the nature term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendefault, Tenant shall have the following remedies only: A. Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to for any loss directly resulting from the breach, or Tenant may (but shall not be obligated to) perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default obligation of Landlord at after first giving Landlord thirty (30) days prior written notice of its intent to cure such default by Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires and the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant reasonable actual cost thereof shall be immediately due payable from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together upon demand with interest at twelve percent per annum the Interest Rate. If Landlord fails to reimburse Tenant within thirty (30) days from receipt of written notice for the reasonable actual cost of performing Landlord’s obligation, or if Landlord fails to timely pay to Tenant any other amount due to Tenant under this Lease within thirty (30) days after Tenant gives Landlord written notice of such past due amount, then Tenant may in either of such events deduct any such amounts owing from Landlord, plus interest thereon at the Interest Rate payable as of the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent Tenant’s notice, from Monthly Rental Installments or other charges due or to become due Landlord under the terms of this Lease; provided however, that in no event shall Tenant be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder except as otherwise provided herein or pursuant to an order from a court of competent jurisdiction. Pending the outcome of such suit, Tenant may tender to the court rather than to Landlord rent payments thereafter coming due under this Lease up to the amount claimed by Tenant to be owed to Tenant from Landlord.

Landlord’s Default and Tenant’s Remedies. In Notwithstanding anything in this Lease to the event contrary, if Landlord fails to perform any of its obligations shall be in default under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or cure the same at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default expense of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor if such default continues after thirty (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum 30) days from the date of the giving by Tenant to Landlord of notice of Tenant’s intention so to perform the same; provided, however, that in the case of such invoice until a default which due to Force Majeure (financial inability excepted) cannot, with due diligence, be cured within such 30-day period, such 30-day period shall be deemed extended if Landlord: (i) shall immediately upon the receipt of such notice, advise Tenant is reimbursed of Landlord’s intention to institute all steps necessary to cure such default, and (ii) shall, within such thirty (30) day period, institute and thereafter diligently prosecute to completion all steps necessary to cure the same. Whether or not Tenant chooses to cure Landlord’s default pursuant to this Paragraph 44, the Rent shall be equitably abated to the extent that Landlord’s default or the steps undertaken to cure the same interferes with Tenant’s normal business operations. Notwithstanding the foregoing, if any such default of Landlord shall continue for more than a period of sixty (60) days after notice thereof by Landlord. Tenant may not offset such sums against and shall substantially interfere with Tenant’s use or occupancy of the Premises, Tenant shall, without limiting any installment other remedies of rent due Landlord under Tenant hereunder, have the terms of right to terminate this Lease.

Landlord’s Default and Tenant’s Remedies. In the event (a) Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default by Landlord, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from such default, but Tenant shall not be in default under the terms of entitled to terminate this Lease until or withhold, offset or xxxxx any sums due hereunder. In no event shall Landlord be liable to Tenant for any consequential or punitive damages in connection with this Lease. (b) As to Landlord’s maintenance and repair obligations hereunder, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant within said 30-day period, Tenant may undertake all reasonable action to cure Landlord’s failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. If Landlord does not reimburse Tenant or give Tenant notice of objection to such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligationsreimbursement within ninety (90) days following Tenant’s demand, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of if Landlord’s default as above set forth, then, and only thenobjection to such reimbursement is resolved against Landlord by agreement of the parties or by a court of competent jurisdiction to which the dispute has been submitted by the parties, Tenant shall have the following remedies only:right to set off said reimbursement from the rental payable by Tenant to Landlord hereunder. A. (c) In the event that (i) there is an interruption of utility service to the Leased Premises, (ii) the restoration of such utility service is within Landlord’s reasonable control, and (iii) such interruption renders all or a portion of the Leased Premises untenantable (meaning that Tenant is unable to use, and does not use, such space in the normal course of its business for the Permitted Use) for more than three (3) consecutive business days, then if Landlord has not repaired or commenced to repair such utility interruption within three (3) business days after notice from Tenant, Tenant may then proceed in equity or at law undertake all reasonable action to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s failure of performance. If Tenant elects to cure said utility interruption, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. IfIf Landlord does not reimburse Tenant or give Tenant notice of objection to such reimbursement within ninety (90) days following Tenant’s demand, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of and if Landlord’s default, objection to such reimbursement is resolved against Landlord by agreement of the sum paid byparties or by a court of competent jurisdiction to which the dispute has been submitted by the parties, Tenant shall be immediately due from Landlord have the right to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum set off said reimbursement from the date of such invoice until rental payable by Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due to Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its thirty (30) days from receipt of written notice of such notice failure within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this SubarticleSubparagraph, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s 's default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of 30 days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within 30 days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until such time as Tenant shall have first given Landlord or withhold, offset or xxxxx any sums due hereunder. Notwithstanding the foregoing, in the event the default specified in Tenant’s written notice specifying to Landlord materially and adversely impairs Tenant’s business operations in the nature of such failure to perform its obligationsPremises, or renders the Premises untenantable, and then only after is not cured within such 30-day period, Tenant may give Landlord a second written notice (the “Second Notice”) indicating Tenant’s election to cure such default. Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from 10 days after the date of receipt of the Second Notice to cure such default, but if the condition cannot reasonably be remedied within such time, such default shall be deemed to have been cured if Landlord commences such performance within said ten-day period and thereafter diligently undertakes to complete the same. If the default is not cured within the 10-day cure period, Tenant may perform such work on behalf of Landlord and invoice Landlord for any costs incurred by reason thereof and Landlord shall pay any such invoice until within 30 days after receipt thereof. If the invoice is not paid within such 30 day period, interest shall accrue on the unpaid amount of the invoice at the Default Rate. In no event shall Tenant is reimbursed by Landlord. Tenant may not be entitled to terminate this Lease or withhold, offset such or xxxxx any sums against any installment of rent due Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails Landlord’s failure or refusal to timely perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms provision of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure which it is obligated to perform its obligations, and then only after or the breach of any covenant made by Landlord herein or therein shall have had be a reasonable period of time following its receipt of such notice within which to perform such obligationsdefault by Landlord. In the event of a default by Landlord’s default as above set forth, then, and only thenwithout waiving any other remedy or claim for damages or breach of this Lease, Tenant shall have may, until such default has been cured, withhold Rent and/or other payments otherwise due from Tenant to Landlord hereunder, and: (i) in an Emergency Situation (defined below), if the following remedies only: A. default is not cured after reasonable notice to (or attempts to notify) Landlord, Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to cure the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. Ifexpense, pursuant provided that such cure is not more extensive than is reasonably necessary under the circumstances; or (ii) in a non-Emergency Situation, provided Tenant has first complied with the dispute resolution procedures set forth in Section 9 of Exhibit E, if the default is not cured within thirty (30) days of written notice from Tenant to this SubarticleLandlord (or, if such default is of such a nature as to not be reasonably susceptible to cure within said thirty (30) day period, then the period for cure shall be extended so long as Landlord commences its efforts to cure within said thirty (30) day period and thereafter diligently pursues the same to completion), Tenant reasonably pays may terminate this Lease or cure the default at Landlord’s reasonable expense. If Tenant incurs any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason expense because of Landlord’s 's default, the sum reasonable sums paid by, by Tenant in connection therewith shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paidupon demand, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with shall bear interest at twelve percent per annum from the date such expenses are incurred until repaid by Landlord at the rate of such invoice until Tenant is reimbursed by Landlordtwelve percent (12%) per annum, and may be offset against Tenant’s Rent obligations hereunder. Tenant may not offset such sums against "Emergency Situation" as used in this Section 17 means a situation which threatens the physical well-being of persons in or on the Leased Premises, or which disrupts the Tenant’s use and/or occupancy of the Leased Premises or any installment portion thereof so as to materially interfere with the ordinary conduct of rent due Landlord under the terms of this LeaseTenant’s business.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of its obligations thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder. Notwithstanding the foregoing, it shall be a default under and breach of this Lease by Landlord if it shall fail to perform or observe any term, condition, covenant or obligation required to be performed or observed by it under this Lease, which failure prevents Tenant from conducting its normal business operations in the Leased Premises, for a period of ten (10) days after notice thereof from Tenant; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is of such nature that the same cannot reasonably be performed within such ten-day period, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said ten-day period and thereafter diligently undertakes to complete the same and does so complete the required action within a reasonable time. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until such time or withhold or xxxxx any rent due hereunder except as Tenant shall have first given Landlord written notice specifying specifically provided elsewhere in this Lease. Notwithstanding the nature of such failure to perform its obligationsforegoing, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In in the event of an Emergency Situation, as hereinafter defined, if the default is not cured after reasonable notice to (or diligent attempts to notify) Landlord’s default as above set forth, then, and only then, Tenant shall have may cure the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If's expense, pursuant to this Subarticle, Tenant provided that such cure is not more extensive than is reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord necessary under the terms of this Lease.circumstances. "

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of its obligations thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder. Notwithstanding the foregoing, it shall be a default under and breach of this Lease by Landlord if it shall fail to perform or observe any term, condition, covenant or obligation required to be performed or observed by it under this Lease, which failure prevents Tenant from conducting its normal business operations in the Leased Premises, for a period of ten (10) days after notice thereof from Tenant; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is of such nature that the same cannot reasonably be performed within such ten-day period, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said ten-day period and thereafter diligently undertakes to complete the same and does so complete the required action within a reasonable time. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until such time or withhold or xxxxx any rent due hereunder except as Tenant shall have first given Landlord written notice specifying specifically provided elsewhere in this Lease. Notwithstanding the nature of such failure to perform its obligationsforegoing, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In in the event of an Emergency Situation, as hereinafter defined, if the default is not cured after reasonable notice to (or diligent attempts to notify) Landlord’s default as above set forth, then, and only then, Tenant shall have may cure the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. Ifexpense, pursuant to this Subarticle, Tenant provided that such cure is not more extensive than is reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord necessary under the terms of this Lease.circumstances. “

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies onlyonly in addition to any other remedies provided in this Lease or applicable by Law: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately approximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this SubarticleSubparagraph, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s 's default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum the maximum rate permitted by Law from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease. The remedies afforded Tenant in this Section 12.3 are granted in additional to any and all remedies afforded Tenant at law or in equity.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this Lease, Landlord shall nevertheless not be in Lease and such default under the terms of this Lease until such time as Tenant shall have first given Landlord continues for more than thirty (30) days after written notice specifying the nature of such failure from Tenant to perform its obligationsLandlord, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In Tenant may pursue all remedies at law or in equity; provided, however, in the event of any default for which notice has been given as provided herein, which because of its nature can be cured (but not within such thirty (30)-day period, other than the failure to pay a sum of money which shall in all events be cured within such 30-day period), such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)-day period and shall, when commenced, be diligently prosecuted to completion. Tenant’s right to seek any remedy for Landlord’s default as above set forth, then, and only then, Tenant shall have not be deemed waived by the following remedies only: A. Tenant may then proceed in equity or at law failure to compel Landlord to perform its obligations and/or to recover damages proximately caused by exercise said right nor shall any such failure to perform (except as and to the extent estop Tenant has waived its from afterward asserting said right to damages seek any remedy as provided in this Lease). B. Tenant, at its option, may then cure any default herein or as provided by law. The remedies of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from cumulative and include any and all remedies as provided by law or in equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any recovery by Tenant shall include costs, expenses and attorneys’ fees incurred by Tenant. Any prior waiver of any of Tenant’s rights under this Lease shall not constitute a waiver of Tenant’s rights to damages in event of subsequent default or breach of Landlord. In no event, however, shall Landlord be liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leaseconsequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant to Landlord; provided, however, that if the nature term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendefault, Tenant shall have the following remedies only: A. Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure for any loss directly resulting from the breach, but Tenant shall not be entitled to perform (except as terminate this Lease or withhold, offset or xxxxx any sums due hereunder. In no event, however, shall Landlord be liable to Tenant for any consequential or punitive damages. As to Landlord's maintenance and repair obligations hereunder, if Landlord has not cured or commenced to the extent cure a maintenance or repair default set forth in said notice from Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticlewithin said 30-day period, Tenant reasonably pays any sum may undertake all reasonable action to any cure Landlord's failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant's contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant's contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseother supporting evidence substantiating said cost.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of its obligations under thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty (30) day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may sue for injunctive relief or, subject to the provisions of this Lease, Landlord to recover actual damages for any loss directly resulting from the breach, but Tenant shall nevertheless not be in default under the terms of entitled to terminate this Lease until such time or withhold, offset or xxxxx any sums due hereunder. In relation to the foregoing, Xxxxxx acknowledges and agrees that in no event shall Tenant be entitled to recover from Landlord any loss of business or any other indirect or consequential damages which it might suffer or incur as Tenant the result of a Landlord breach and this Lease shall have first given Landlord written notice specifying the nature of such failure to perform its obligationsbe construed as though Xxxxxxxx’s covenants contained herein are independent and not dependent, and then Tenant hereby waives the benefit of any law or statute to the contrary. All obligations of Landlord under this Lease will be binding upon Landlord only after Landlord shall have had a reasonable during the period of its ownership of the Premises and not thereafter. The term “Landlord” in this Lease shall mean only the owner, for the time following its receipt being of such notice within which to perform such obligations. In the Premises, and in the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused transfer by such failure to perform (except as owner of its interest in the Premises, such owner shall thereupon be released and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default discharged from all obligations of Landlord at Landlordthereafter accruing, but such obligations shall be binding during the Lease Term upon each new owner for the duration of such owner’s costownership. If, pursuant to Any liability of Landlord under this Subarticle, Tenant reasonably pays any sum to any third party Lease or does any act that requires arising out of the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, relationship between Landlord and Tenant shall be immediately due from Landlord limited solely to Tenant at Landlord’s then equity interest in the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paidBuilding, and the reasons giving rise in no event shall any personal liability be asserted against Landlord in connection with this Lease nor shall any recourse be had to such payment), together with interest at twelve percent per annum from the date any other property or assets of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event (a) It will be a default and breach of this Lease by Landlord if it fails to perform or observe any of its obligations term, condition, covenant or obligation required to be performed or observed by it under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is of such nature that the same cannot reasonably be performed within such thirty (30) day period, Landlord shall nevertheless not be deemed to be in default under so long as Landlord commences such performance within said thirty (30) day period and thereafter diligently undertakes to complete the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. same. (b) In the event of any default on the part of Landlord, Tenant will give notice by registered or certified mail to any beneficiary of a deed of trust or mortgagee covering the Premises or ground lessor of Landlord whose address shall have been furnished to Tenant, and shall offer such beneficiary, mortgagee or ground lessor the same opportunity to cure the default as is afforded Landlord pursuant to this Lease. (c) Tenant will not have the right based upon a default of Landlord to terminate this Lease or to withhold, offset or xxxxx Rent, Tenant’s sole recourse for Landlord’s default as above set forth, then, and only then, Tenant shall have being an action for damages against Landlord for diminution in the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to rental value of the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires Premises for the payment of any sum to any third part at any time by reason period of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and which is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed proximately caused by Landlord’s default. Tenant may will not have the right to terminate this Lease or to withhold, offset or xxxxx the payment of Rent based upon the unreasonable or arbitrary withholding by Landlord of its consent or approval of any matter requiring Landlord’s consent or approval, including, but not limited to, any proposed assignment or subletting, Tenant’s remedies in such sums against instance being limited to a declaratory relief action, specific performance, injunctive relief or an action of actual damages. Tenant will not in any installment case be entitled to any consequential or punitive damages based upon any Landlord default or withholding of rent due Landlord under the terms of this Leaseconsent or approval.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails ---------------------------------------- to perform any of its obligations under this Lease, Landlord shall nevertheless not be in Lease and fails to cure such default under the terms of this Lease until such time as Tenant shall have first given Landlord within thirty (30) days after written notice from Tenant specifying the nature of such failure default where such default could reasonably be cured within said thirty (30) day period, or fails to perform its obligationscommence such cure within said thirty (30) day period and thereafter continuously with due diligence prosecute such cure to completion where such default could not reasonably be cured within said thirty (30) day period, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies onlyremedies: A. 13.4.1 Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages resulting from injury to person or damage to property as provided in this Leaseherein). B. Tenant, at its option, 13.4.2 Tenant may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, If Tenant at any time by reason of Landlord's default reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s defaultsum, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and the sum is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with shall bear interest at twelve percent per annum the Agreed Interest Rate from the date of such invoice the sum is paid by Tenant until Tenant is reimbursed by Landlord. Any such amount shall be payable by Landlord to Tenant within ten (10) days following Tenant's written demand for payment and if not so paid, may not be offset such sums against any installment the next installments of rent due Monthly Rent payable by Tenant to Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Landlord shall nevertheless not be in default under use commercially reasonable speed and diligence to repair essential building services as soon as possible. Upon the terms occurrence of this Lease until any such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendefault, Tenant shall have the following remedies only: A. Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure for any loss directly resulting from the breach, but Tenant shall not be entitled to perform (except as and terminate this Lease or withhold, offset or xxxxx any sums due hereunder. As to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s maintenance and repair obligations hereunder inside the Leased Premises, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant within said 30-day period, Tenant may undertake all reasonable action to cure Landlord’s failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. IfIn no event, pursuant to this Subarticlehowever, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall Landlord be immediately due from Landlord liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leaseconsequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, or pursue other rights allowed at law or in equity, however Tenant shall not be in default under the terms of entitled to terminate this Lease until or withhold, offset or xxxxx any sums due hereunder. Notwithstanding anything to the contrary contained herein, in no event shall Landlord be liable for any consequential or punitive damages. As to Landlord's maintenance and repair obligations hereunder, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant within said 30-day period (or such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable lesser period of time following its receipt of such notice within which to perform such obligations. In as may be reasonable under the circumstances in the event such default by Landlord poses an imminent risk of harm to persons or property), Tenant may undertake all reasonable action to cure Landlord's failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. If Landlord does not reimburse Tenant or give Tenant notice of objection to such reimbursement within sixty (60) days following Tenant’s demand, and if Landlord’s default as above set forth, then, and only thenobjection to such reimbursement is resolved against Landlord by agreement of the parties or by a court of competent jurisdiction to which the dispute has been submitted by the parties, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum set off said reimbursement from the date of such invoice until rental payable by Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due to Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. (a) In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time thirty (30) days following its receipt of such notice within which to perform such obligations; provided that, if longer than thirty (30) days is reasonably required in order to perform such obligations, Landlord shall have such longer period. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant(b) Subparagraph (a) above shall also be applicable if Landlord (or its affiliate) and Tenant (or its affiliate) are the landlord and tenant, at respectively, under the Building C Lease and Landlord (or its option, may then cure any affiliate) is in default of Landlord at Landlord’s costits obligations under the Building C Lease. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party This subparagraph (b) shall Building D automatically terminate and be void and of no force or does any act that requires the payment of any sum to any third part effect at any time by reason of Landlord’s defaultthat either (i) Landlord (or its affiliate) is not the landlord under the Building C Lease, the sum paid byor (ii) Paragraph 12.1(i) above has been deleted pursuant to and in accordance with such Paragraph 12.1(i); provided, Tenant however, that if at any time Paragraph 12.1(i) is reinstated pursuant to and in accordance with such Paragraph 12.1(i), then this subparagraph (b) shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leasereinstated as well.

Landlord’s Default and Tenant’s Remedies. (a) In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time thirty (30) days following its receipt of such notice within which to perform such obligations; provided that, if longer than thirty (30) days is reasonably required in order to perform such obligations, Landlord shall have such longer period. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant(b) Subparagraph (a) above shall also be applicable if Landlord (or its affiliate) and Tenant (or its affiliate) are the landlord and tenant, at respectively, under the Building D Lease and Landlord (or its option, may then cure any affiliate) is in default of Landlord at Landlord’s costits obligations under the Building D Lease. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party This subparagraph (b) shall automatically terminate and be void and of no force or does any act that requires the payment of any sum to any third part effect at any time by reason of Landlord’s defaultthat either (i) Landlord (or its affiliate) is not the landlord under the Building D Lease, the sum paid byor (ii) Paragraph 12.1(i) above has been deleted pursuant to and in accordance with such Paragraph 12.1(i); provided, Tenant however, that if at any time Paragraph 12.1(i) is reinstated pursuant to and in accordance with such Paragraph 12.1(i), then this subparagraph (b) shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlordreinstated as well. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.Building C

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this LeaseLease and such default continues for more than thirty (30) days after written notice from Tenant to Landlord, Landlord Tenant may pursue all remedies at law or in equity; provided, however, in the event of any default for which notice has been given as provided herein, which because of its nature can be cured (but not within such thirty (30)-day period, other than the failure to pay a sum of money which shall nevertheless in all events be cured within such 30-day period), such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)-day period and shall, when commenced, be diligently prosecuted to completion. Tenant’s right to seek any remedy for Landlord’s default shall not be deemed waived by the failure to exercise said right nor shall any such failure estop Tenant from afterward asserting said right to seek any remedy as provided herein or as provided by law. The remedies of Tenant shall be cumulative, and include any and all remedies as provided by law or in default equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any prior waiver of any of Tenant’s rights under the terms Lease shall not constitute a waiver of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature Tenant’s rights to damages in event of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period subsequent default or breach of time following its receipt of such notice within which to perform such obligationsLandlord. In the event that Landlord fails to cure a default within thirty (30) days after receipt of Landlordnotice from Tenant, or if having commenced said cure Landlord does not diligently prosecute to completion, then Tenant may elect to cure such default at Tenant’s default as above set forth, then, expense and only then, offset from Rent the actual and reasonable cost to perform such cure. Tenant shall have document the following remedies only: A. Tenant may then proceed in equity or at law cost of said cure and supply said documentation to compel Landlord. In no event, however, shall Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leasepunitive damages.

Landlord’s Default and Tenant’s Remedies. In (a) If either of the event following occurs: (i) Landlord fails to pay any amount payable by Landlord to Tenant hereunder and such failure to pay continues and remains unremedied for a period of ten (10) Business Days after written notice thereof given by Tenant to Landlord of such failure; or (ii) Landlord fails to perform or observe any other covenant, term, provision or condition of this Lease which is required to be performed or observed by Landlord and is not included in subsection (i) above, and such failure continues for a period of thirty (30) days after Landlord’s receipt of written notice from Tenant of such failure; but if the nature of the obligation that Landlord has failed to perform is such that more than thirty (30) days are reasonably required for its obligations cure, then a default will not occur so long as Landlord commences the cure of such failure within the initial 30-day period and diligently and continuously prosecutes the cure to completion not more than ninety (90) days after Landlord’s receipt of written notice of such failure from Tenant. then such failure shall constitute a default by Landlord under this Lease. At any time after the occurrence of such a default by Landlord, Tenant may do one or more of the following: (A) Tenant may cure (i) a monetary default by offsetting against Base Rent the amount of such monetary default plus interest at the Default Rate from the date of Landlord’s receipt of Tenant’s notice of such monetary default until such amounts (with interest accruing thereon at the Default Rate) are fully offset against Base Rent, or (ii) Landlord’s failure to perform or observe a covenant, term, provision or condition of this Lease other than a monetary default, by performing such covenant, term, provision or condition on Landlord’s behalf, and Landlord shall reimburse Tenant for all reasonable sums expended in so curing such default (less the amount that is Tenant’s responsibility under this Lease related to such covenant, term, provision or condition), plus, interest at the Default Rate on the amount so expended by Tenant from the date of each such expenditure until such amounts are fully reimbursed and if such amounts are not reimbursed to Tenant within thirty (30) days after a written demand is delivered to Landlord, then Tenant shall be entitled to offset such amounts against Base Rent or (B) Tenant may pursue any other remedies available under this Lease or at law or in equity under the laws of the State of Texas; provided, however, Tenant shall not have, and Tenant hereby waives, the right to terminate this Lease on account of any default by Landlord that occurs after the Substantial Completion Date. Notwithstanding anything in this Section 24 or elsewhere in this Lease to the contrary, Tenant shall not have the right to offset any amount against Base Rent due in a month to the extent such amount exceeds fifty percent (50%) of the Base Rent due in that month (it being understood, however, that until such amount has been fully offset by Tenant, Tenant may continue to offset up to 50% of the Base Rent due each month). For the avoidance of doubt, the limitations of the preceding sentence affect Tenant’s offset rights under this Lease, only, and have no effect upon rental abatement rights set forth in this Lease (e.g., in connection with damage to or destruction of the Premises or condemnation). (b) In connection with any Tenant Emergency (defined below), Tenant may perform any obligation of Landlord under this Lease on Landlord’s behalf in accordance with this Section 24(b). A “Tenant Emergency” shall nevertheless be deemed to exist in the event that Tenant reasonably believes in the exercise of Tenant’s good-faith business judgment that Landlord has failed to perform, observe, or comply with one or more of the covenants, terms, provisions, or conditions under this Lease which, if not immediately cured, is reasonably likely to cause damage to Tenant’s property or injury to Tenant’s employees, agents or visitors, or is reasonably likely to have a material adverse effect on Tenant’s ability to operate its business in all or any portion of the Premises. In the event Tenant believes a Tenant Emergency exists Tenant shall, prior to undertaking any action with respect thereto, provide Landlord with as much advance notice thereof (describing in reasonable detail the Tenant Emergency and Tenant’s planned actions with respect thereto) as is reasonably possible under the circumstances (which notice may be by telephone or electronic mail), and if given the circumstances such advance notice is not reasonably possible Tenant shall provide Landlord with written notice as soon thereafter as is reasonably possible, which subsequent written notice shall describe in default reasonable detail the Tenant Emergency that believed existed and all action taken by Tenant with respect thereto. In no event shall Landlord be obligated to reimburse Tenant for any amounts expended by Tenant pursuant to a Tenant Emergency other than the direct, reasonable, out-of-pocket costs and expenses paid or incurred by Tenant in taking the actions described in this Section 24(b) and only to the extent Tenant is not responsible for such costs under the terms of this Lease until such time as (including, without limitation, the terms of this Lease regarding indemnification). In addition, if Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligationsasserts that a Tenant Emergency existed, and then only after Landlord shall have had a reasonable period of time following its receipt of the right to dispute such notice within which assertion pursuant to perform such obligations. In the event of Landlord’s default as above set forth, thenSection 35, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, if it is determined pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act such arbitration that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall either that (A) Landlord would not otherwise be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord obligated under the terms of this LeaseLease to perform the actions performed by Tenant in connection with a Tenant Emergency or (B) any funds expended by Tenant in connection therewith were not direct, reasonable, out-of-pocket costs or expenses, then Landlord shall not be obligated to reimburse Tenant for such amounts in the case of clause (A), or, in the case of clause (B), any amounts in excess of the direct, reasonable, out-of-pocket costs or expenses incurred by Tenant in connection with such Tenant Emergency. Subject to all of the foregoing, Landlord shall reimburse Tenant for the direct, reasonable, out-of-pocket costs and expenses expended by Tenant pursuant to a Tenant Emergency within thirty (30) days following Landlord’s receipt of reasonable evidence of such costs and expenses.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant to Landlord; provided, however, that if the nature term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendefault, Tenant shall have the following remedies only: A. Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure for any loss directly resulting from the breach, but Tenant shall not be entitled to perform (except as and terminate this Lease or withhold, offset or xxxxx any sums due hereunder. As to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. Ifmaintenance and repair obligations hereunder inside the Leased Premises, pursuant if Landlord has not cured or commenced to this Subarticlecure a maintenance or repair default set forth in said notice from Tenant within said 30-day period, Tenant reasonably pays any sum may undertake all reasonable action to any cure Landlord’s failure of performance. If Tenant elects to cure said default Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseother supporting evidence substantiating said cost.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant to Landlord; provided, however, that if the nature term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendefault, Tenant shall have the following remedies only: A. Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder. As to Landlord's maintenance and repair obligations hereunder inside the Leased Premises, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant within said 30-day period, Tenant may undertake all reasonable action to cure Landlord's failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by such failure Tenant and the name of Tenant's contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant's contractor shall be adequately insured and of good reputation. Landlord agrees to perform (except as and reimburse Tenant on demand for all reasonable, third party out-of­ pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s adequate bills or other supporting evidence substantiating said cost. IfIn no event, pursuant to this Subarticlehowever, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall Landlord be immediately due from Landlord liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leaseconsequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the event term, condition, covenant or obligation to be performed by Landlord fails is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder unless such default has effectively prevented Tenant from use of the Leased Premises. Notwithstanding the foregoing to the contrary, if Landlord has failed to perform any of its obligations maintenance or repair functions and, as a result, Tenant, in good faith, believes that there is an imminent danger to persons or property in or about the Leased Premises Tenant may, after 24 hours prior notice to Landlord (which notice may be given verbally to a representative of Landlord), and Landlord’s failure to respond within such 24-hour period, take such action as may be reasonably necessary in order to prevent or minimize such danger and/or damage. Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Prior to commencing any work under this LeaseSection 13.03, Tenant agrees to deliver to Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature evidence of such failure insurance and an Indemnity Agreement, in commercially reasonable amounts. Landlord agrees to perform its obligationsreimburse Tenant on demand for all reasonable, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseother supporting evidence substantiating said cost.

Landlord’s Default and Tenant’s Remedies. In the event (a) If Landlord fails to perform is in default under any of its obligations under this LeaseLease and such default continues for more than thirty (30) days after written notice from Tenant to Landlord, Landlord Tenant may pursue all remedies at law or in equity; provided, however, in the event of any default for which notice has been given as provided herein, which because of its nature can be cured (but not within such 30-day period, other than the failure to pay a sum of money which shall nevertheless in all events be cured within such 30-day period), such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty 30-day period and shall, when commenced, be diligently prosecuted to completion. Tenant's right to seek any remedy for Landlord's default shall not be deemed waived by the failure to exercise said right nor shall any such failure estop Tenant from afterward asserting said right to seek any remedy as provided herein or as provided by law. The remedies of Tenant shall be cumulative, and include any and all remedies as provided by law or in default equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any recovery by Tenant shall include reasonable and documented costs, expenses and reasonable attorneys' fees incurred by Tenant; provided, however, that unless Tenant has been materially and substantially impaired in its ability to use the Leased Premises for twenty (20) or more consecutive days, Tenant may not (i) offset or withhold Annual Rent until and unless Tenant has obtained a final judgment for a specific sum, which sum Tenant may credit against any Semi-Annual Rental Installment thereafter owed under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligationsjudgment amount is paid in full, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forthor (ii) terminate this Lease, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right permitted under applicable law. Any prior waiver of any of Tenant's rights under the Lease shall not constitute a waiver of Tenant's rights to damages as provided in this Lease). B. Tenant, at its option, may then cure any event of subsequent default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason breach of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent (12%) per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord Landlords fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following followings its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s 's default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord Landlords fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following followings its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. : Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. . Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s 's default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event of any default in any obligation of Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord will deliver written notice specifying to Landlord listing the nature reasons for Landlord’s default and Landlord will have 30 days following receipt of such failure written notice to perform its obligations, and then only after Landlord shall have had cure such default (or a reasonable period of time following its receipt not to exceed a total of 90 days if such default is not curable within such 30-day period). A copy of such notice within which will be sent to perform such obligations. In the event of any Landlord’s default Mortgagee of which Tenant has been notified in writing and any such holder will have the same rights as above set forthLandlord hereunder to cure such alleged default; provided, thenhowever, and only then, Tenant that any such Landlord’s Mortgagee shall have an additional 30 days beyond the following remedies only: A. Tenant may then proceed time periods set forth above to effect any such cure. It shall be an automatic default by Landlord if the interest of Landlord in equity and to any portion of the Premises is levied on under execution or at law to compel other legal process, or any petition is filed by or against Landlord to perform its obligations and/or declare Landlord a bankrupt or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenantdelay, at its option, may then cure any default of Landlord at reduce or modify Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party debt or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, obligations and the reasons giving rise to such payment), together with interest at twelve percent per annum from same is not dismissed within 90 days after the date of such invoice until filing, or if Landlord is declared insolvent according to law, or any general assignment or Landlord’s property is made for the benefit of creditors, or a receiver or trustee is appointed for Landlord or its property. The payment by Tenant is reimbursed by Landlordof Fixed Rent hereunder shall not be deemed to be a waiver of any breach or default at the time of payment of Fixed Rent. If Landlord fails to cure a default, then Tenant may not offset such sums against may, at Tenant’s option cure the default or pursue any installment other rights of rent due Landlord remedies available to Tenant under the terms of this Lease, at law or in equity. Landlord shall reimburse Tenant for any sums expended by Tenant to cure a Landlord default.

Landlord’s Default and Tenant’s Remedies. The following will be considered ---------------------------------------- a default by Landlord: (i) failure to pay any economic allowances due from Landlord hereunder for more than thirty (30) days after receipt of written demand from Tenant, or (ii) failure to keep and perform any of the terms, covenants or conditions of this Lease to be kept and performed by Landlord and such failure continues for thirty (30) days after receipt of written notice from Tenant (provided that if such cure cannot be completed within such 30-day period, Landlord will not be in default as long as Landlord commences to cure such failure within such 30-day period and thereafter diligently pursues such cure to completion). If Landlord's failure results in, or is reasonably likely to result in, a material adverse effect on Tenant's operations within the Premises, then Tenant may elect to pay such sum or perform such covenant or condition and Landlord will reimburse Tenant for the cost of performing such obligations within thirty (30) days of receipt of an invoice for such costs. In the event Landlord fails to perform reimburse Tenant for such costs within such thirty (30) day period, interest will accrue on such amount at the Default Rate from the day after such payment was due. Forbearance by Tenant to enforce any remedy upon any default by Landlord will not constitute a waiver of its obligations under such default. The failure of Tenant to insist at any time upon the strict performance of any covenant or agreement or to exercise any options, right, power or remedy contained in this Lease will not be construed as a waiver or a relinquishment thereof for the future. The remedies set forth in this Section are in addition to and not in limitation of any other rights and remedies of Tenant contained in this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law or in equity. Tenant agrees that it will give concurrent notice of any default by Landlord under this lease to compel Landlord Landlord's mortgagee (provided that Tenant has actually received written notice of such mortgagee and the address to perform its obligations and/or which such notices are to recover damages proximately caused by be sent) and such failure to perform mortgage will have a period of thirty (except as and 30) days in addition to the extent Tenant has waived its right time periods given to damages as provided Landlord in this Lease). B. Tenant, at its option, may then Section to effect a cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. before Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseexercise its rights hereunder.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only:: 1003283 v5/SF A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same within a reasonable time. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until such time as or withhold, offset or xxxxx any sums due hereunder. As to Landlord’s maintenance and repair obligations hereunder, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant shall have first given Landlord written notice specifying the nature within said 30-day period, Tenant may undertake all reasonable action to cure Landlord’s failure of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligationsperformance. In the event of Landlordan emergency where the safety of Tenant’s default as above set forth, then, and only then, Tenant shall have employees is threatened or emergency measures are necessary to preserve Tenant’s property or the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid byLeased Premises, Tenant shall be immediately entitled to make any repairs which are necessary after having first given Landlord reasonable notice under the circumstances of the necessity for such repair. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. If Landlord does not reimburse Tenant within thirty (30) days of receipt of an invoice therefor, Tenant may xxx for injunctive relief but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder except pursuant to an order from a court of competent jurisdiction; provided however, that pending the outcome of such suit, Tenant may tender to the court rather than to Landlord rent payments thereafter coming due under this Lease up to the amount claimed by Tenant to be owed to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event (a) Landlord shall not be deemed to be in default of its obligations unless Landlord fails to perform any covenant, condition, or agreement contained in this Lease and fails to cure the nonperformance within a reasonable time, but not later than thirty (30) days after receiving written notice of its obligations under this Leasethe failure, provided, however, that if the nature of Landlord’s failure to perform reasonably requires more than thirty (30) days to cure, then Landlord shall nevertheless not be deemed in default under if Landlord commences to cure such failure within said thirty (30) day period and thereafter diligently and in good faith prosecutes such cure to completion. (b) In the terms event that Tenant is prevented from using, and does not use, the Premises or any portion thereof, as a result of this Lease until (i) any failure to provide services, utilities or ingress to and egress from the Building, Property (including the parking areas), or Premises as a result of the negligence or willful misconduct of Landlord or its agents, employees or contractors, or (ii) (A) any failure to provide services, utilities or ingress to and egress from the Building, Property (including the parking areas) not caused by the negligence or willful misconduct of Landlord or its agents, employees or contractors and/or Tenant or Tenant’s Representatives, or (B) the presence of any Hazardous Materials not brought onto the Premises or otherwise Handled by Tenant or Tenant’s Representatives or Invitees (any such time circumstances to be known as an “Abatement Event”), then Tenant shall have first given give Landlord written notice specifying the nature of such failure to perform its obligationsAbatement Event, and then only if such Abatement Event continues for three (3) consecutive Business Days after Landlord shall have had a reasonable period of time following its Landlord’s receipt of any such notice within which (the “Eligibility Period”), then the Base Rent and Tenant’s Share of Operating Costs and Taxes shall be abated or reduced, as the case may be, after expiration of the Eligibility Period for such time that Tenant continues to perform such obligations. In the event of Landlord’s default as above set forth, thenbe so prevented from using, and does not use, the Premises, or a portion thereof, in the proportion that the rentable area of the portion of the Premises that Tenant is prevented from using, and does not use bears to the total rentable area of the Premises; provided, however, that in the case of any Abatement Event arising under subsection (ii) above (i.e., interruption of services, utilities or access for which neither party is responsible or Hazardous Materials for which Tenant is not responsible), Tenant shall only thenbe entitled abatement of rent, and the Eligibility Period shall only continue for so long as, to the extent of and during any periods for which any rental loss insurance which may then be carried by Landlord compensates Landlord for such abated rent, without imposing any obligation on Landlord to carry such rental loss insurance. Such right to xxxxx Base Rent and Tenant’s Share of Tenant’s Share of Operating Costs and Taxes shall be Tenant’s sole and exclusive remedy at law or in equity for an Abatement Event; provided, however, that if Landlord has not cured such Abatement Event within one hundred eighty (180) days after receipt of notice from Tenant, Tenant shall have the right to terminate this Lease during the first five (5) Business Days of each calendar month following remedies only: A. Tenant the end of such 180-day period until such time as Landlord has cured the Abatement Event, which right may then proceed be exercised by delivery of written notice to Landlord during such five (5) Business Day period, and shall be effective thirty (30) days after Landlord’s receipt thereof Notwithstanding anything contained in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and this paragraph to the extent contrary, any termination notice provided by Tenant has waived its right to damages hereunder shall be null and void if Landlord cures such Abatement Event within such thirty (30) day period following receipt of such notice. Except as expressly provided in this Lease). B. TenantSection 15.4(b) or Sections 12 and 13, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to nothing contained in this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant Lease shall be immediately due from Landlord interpreted to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until mean that Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of excused from paying rent due Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to pay any amounts due to Tenant under this Lease and shall not cure such failure within ten (10) business days following Tenant's notice to Landlord (and to the holder of any Mortgage) or if Landlord fails to keep or perform any of its obligations under this LeaseLease and shall not cure such failure within thirty (30) days following Tenant's notice to Landlord (and to the holder of any Mortgage), Landlord shall nevertheless be in default under this Lease; provided, however, if the failure is of a nature that it cannot be cured within thirty (30) days, Landlord shall not be in default so long as Landlord commences the cure within such thirty (30) day period and diligently and continuously pursues the cure to completion as soon as reasonably possible. Upon the occurrence of any default by Landlord in the payment of money due to Tenant under the terms of this Lease which default remains uncured for the period described in the preceding sentence, Tenant may offset the amount due, plus interest at the rate specified in Section 2.4, against the next Monthly Rental Installment and monthly installment of Annual Rental Adjustment due under this Lease, but in no event shall Tenant be entitled to offset against more than 50% of any Minimum Annual Rent or monthly installment of Annual Rental Adjustment installment until such time as Tenant shall have first given Landlord written notice specifying must offset against 100% of the nature remaining Minimum Annual Rent to recoup its costs prior to the expiration of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligationsthis Lease. In the event of Landlord’s any default as above set forth, then, and only thenby Landlord in any of its non-monetary obligations under this Lease, Tenant shall have may pursue either of the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform remedies: (except as i) take any and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.all action

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this Lease, Landlord shall nevertheless not be in Lease and such default under the terms of this Lease until such time as Tenant shall have first given Landlord continues for more than thirty (30) days after written notice specifying the nature of such failure from Tenant to perform its obligationsLandlord, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In Tenant may pursue all remedies at law or in equity; provided, however, in the event of Landlord’s any default for which notice has been given as above set forthprovided herein, thenwhich because of its nature can be cured (but not within such thirty (30)-day period, and only thenother than the failure to pay a sum of money which shall in all events be cured within such 30-day period), Tenant such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)-day period and shall, when commenced, be diligently prosecuted to completion. Tenant's right to seek any remedy for Landlord's default shall not be deemed waived by the following remedies only: A. Tenant may then proceed in equity or at law failure to compel Landlord to perform its obligations and/or to recover damages proximately caused by exercise said right nor shall any such failure to perform (except as and to the extent estop Tenant has waived its from afterward asserting said right to damages seek any remedy as provided in this Lease). B. Tenant, at its option, may then cure any default herein or as provided by law. The remedies of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paidcumulative, and include any and all remedies as provided by law or in equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any recovery by Tenant shall include costs, expenses and attorneys' fees incurred by Tenant. Any prior waiver of any of Tenant's rights under the reasons giving rise Lease shall not constitute a waiver of Tenant's rights to such payment), together with interest at twelve percent per annum from the date damages in event of such invoice until Tenant is reimbursed by subsequent default or breach of Landlord. Tenant may shall not be entitled to terminate this Lease or withhold, offset such sums against or xxxxx (except for any installment of rent due Landlord abatement express provided under the terms of this Lease) any sums due hereunder. In no event, however, shall Landlord be liable to Tenant for any consequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform maintain any portion of its obligations under this Lease, the Demised Premises which Landlord shall nevertheless not be is expressly required to maintain in default under accordance with the terms of this Lease until (expressly excluding any failure by Landlord to so maintain arising out of a casualty or condemnation, to which this provision shall not apply, and which are provided for in other provisions of the Lease), and (i) as a result of such time as Tenant shall have first given failure, Tenant's use and enjoyment of the Leased Premises is interfered with in a material manner, and (ii) Landlord fails to commence to cure such failure within thirty (30) days after written notice from Tenant of such failure (specifying in such notice the nature of the failure and the suggested remedy therefore), and thereafter proceeds with due diligence to cure such failure to perform its obligationsuntil completion, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord right to perform its obligations and/or such maintenance work on and subject to recover damages proximately caused by such failure the terms and limitations of this Paragraph. If Tenant is entitled and elects to perform any maintenance work as aforesaid, Tenant shall (except i) perform such maintenance work in a reasonable manner, so as not to interfere with the rights of third parties; (ii) utilize only contractors or other such vendors with a first-class reputation; (iii) cause such work to be completed on a lien-free basis; (iv) cause such work to be completed in compliance with all applicable laws, ordinance, regulations and rules; and (v) utilize the same or similar materials as replaced. Landlord shall reimburse Tenant, within thirty (30) days after receipt of copies of the invoices or other written evidence, satisfactory to Landlord, in Landlord's reasonable judgment, of the extent costs incurred by Tenant has waived its right for which Tenant claims reimbursement for the reasonable costs and expenses incurred by Tenant in curing Landlord's default as aforesaid. If (i) Tenant obtains a final unappealable judgment against Landlord on account of any breach by Landlord of any covenant or obligation to damages as provided in be performed by Landlord under this Lease). B. Tenant, and (ii) Landlord does not pay the amount due Tenant under such final unappealable judgment within the time provided for payment of such judgment or court order, Tenant may, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately offset such amount due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment)Tenant, together with interest thereon at twelve percent per annum from the date rate provided for in the Lease for late payments of Rent, against its monthly payment of Base Rent payable under this Lease to the extent of such invoice amount due, until Tenant is reimbursed by Landlordfor said costs on the basis of said judgment. Tenant may not offset such sums against shall also have the right to seek and pursue any installment of rent due Landlord other legal and/or equitable remedies or relief, including without limitation, specific performance, injunctive relief, actions for damages, and/or declaratory judgment actions, as are available under the terms of this Leaseapplicable Georgia law from time to time.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same and does in fact, within a reasonable time thereafter, complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until or withhold, offset or xxxxx any sums due hereunder; provided, however, that the foregoing shall not be deemed to waive Tenant’s right to make a constructive eviction claim under Georgia law. As to Landlord’s maintenance and repair obligations hereunder, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant within said 30-day period (or, in the event of an emergency, such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable lesser period of time following its receipt as is reasonable under the circumstances), Tenant may undertake all reasonable action to cure Landlord’s failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith plus an administrative fee equal to five percent (5%) of such expenses, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. If Landlord fails to reimburse Tenant or give Tenant notice of objection to such reimbursement within which to perform such obligations. In the event of sixty (60) days following Tenant’s demand, and if Landlord’s default as above set forth, then, and only thenobjection to such reimbursement is resolved against Landlord by agreement of the parties or by a court of competent jurisdiction to which the dispute has been submitted by the parties, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum set off said reimbursement from the date of such invoice until rental payable by Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due to Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. In If Landlord defaults in the event performance of any of Landlord's obligations set forth in this Agreement and if (i) Landlord's default either prevents the conduct of Tenant's business at the Premises or creates a substantial risk of imminent danger of bodily injury to or death of persons or material damage to or destruction of property, and either Landlord does not commence the rectification of its default within fourteen (14) business days after the date of Tenant's delivery of written notice of the default to Landlord or Landlord fails to pursue the rectification of its default with diligence and continuity or (ii) Landlord's default does not prevent the conduct of Tenant's business at the Premises or create a substantial risk of imminent danger of bodily injury to or death of persons or material damage to or destruction of property, and Landlord fails to rectify its default within thirty (30) days after Tenant's delivery of written notice of the default to Landlord or within such longer period of time following the delivery of that notice as may be reasonably required to accomplish the rectification of the default through the exercise of prompt, diligent and continuous efforts, Tenant may perform the obligation on behalf of Landlord. The notice and period of time afforded Landlord hereunder shall not be required to expire before Tenant may undertake to perform any of its Landlord's obligations hereunder in emergency situations, provided, however, Tenant shall remain obligated to give Landlord as much prior notice as is possible under this Leasethe circumstances of such emergency. In the case of defaults of the nature described in division (i) above, Tenant's notice of default must state that Tenant intends to undertake the rectification of the default if Landlord fails to commence the rectification of the default within fourteen (14) business days after the date of the delivery of Tenant's notice. Unless the circumstances described below arise, Landlord shall nevertheless not be in default under pay to Tenant within thirty (30) days after the terms date of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its Landlord's receipt of such notice within which to perform such obligations. In Tenant's invoice and reasonable corroborating documentation the event full amount of the reasonable cost and expense Tenant incurs in performing the obligation on behalf of Landlord’s default as above set forth, then, and only thenIf Landlord fails to pay those amounts within that 30-day period, Tenant shall have the following remedies only: A. Tenant may then proceed may, after obtaining a judgment for such sums in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenanta court of competent jurisdiction, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail offset the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment)owed, together with interest accruing in respect of the amount owed at twelve percent per annum from the date Legal Rate after the expiration of such invoice until Tenant is reimbursed by that 30-day period, against Base Rent, additional rent and any other sums due Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to pay any amounts due to Tenant under this Lease and shall not cure such failure within ten (10) business days following Tenant's notice to Landlord (and to the holder of any Mortgage) or if Landlord fails to keep or perform any of its obligations under this LeaseLease and shall not cure such failure within thirty (30) days following Tenant's notice to Landlord (and to the holder of any Mortgage), Landlord shall nevertheless be in default under this Lease; provided, however, if the failure is of a nature that it cannot be cured within thirty (30) days, Landlord shall not be in default so long as Landlord commences the cure within such thirty (30) day period and diligently and continuously pursues the cure to completion as soon as reasonably possible. Upon the occurrence of any default by Landlord in the payment of money due to Tenant under the terms of this Lease which default remains uncured for the period described in the preceding sentence, Tenant may offset the amount due, plus interest at the rate specified in Section 2.4, against the next Monthly Rental Installment and monthly installment of Annual Rental Adjustment due under this Lease, but in no event shall Tenant be entitled to offset against more than 50% of any Minimum Annual Rent or monthly installment of Annual Rental Adjustment installment until such time as Tenant shall have first given Landlord written notice specifying must offset against 100% of the nature remaining Minimum Annual Rent to recoup its costs prior to the expiration of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligationsthis Lease. In the event of any default by Landlord in any of its non-monetary obligations under this Lease, Tenant may pursue any of the following remedies: (i) take any and all action reasonably necessary to cure Landlord’s 's default and offset the costs reasonably incurred by Tenant to effect such cure, subject to the provisions set forth below; (ii) if and only if Tenant's use of a substantial portion of the Leased Premises for normal business operations has been materially and adversely effected and the cost to Tenant to cure is so excessive as to be unreasonable for Tenant to expend such sums, Tenant may terminate this Lease, subject to the provisions set forth below; provided, however, Tenant may not exercise this tennination right until after the thirty (30) day cure period provided to Landlord above has expired and Tenant has provided the holder of any Mortgage written notice of the Landlord's default and afforded such holder an additional twenty (20) days opportunity to cure Landlord's failure (or if such failure cannot reasonably be cured within such twenty (20) day period, Tenant may not terminate if the holder of such Mortgage commences the cure within such twenty (20) day period and diligently pursues the cure to completion within sixty (60) days of the second notice to the holder); or (iii) pursue any other remedies available to Tenant at law or in equity. Notwithstanding anything to the contrary set forthforth hereinabove, Tenant may not exercise the remedies provided in item (i), (ii) or (iii) above without first providing Landlord written notice which notice must describe, in detail, the cure which Tenant intends to undertake or that Tenant intends to terminate. Landlord shall have ten (10) business days following its receipt of Tenant's notice to notify Tenant that it does not believe that Landlord is in default or that Landlord does not believe that the cure which Tenant has described in its notice is necessary or that Landlord does not believe the conditions described above for termination have been met. If Landlord provides such notice, the parties shall negotiate, in good faith, for ten (10) business days to resolve their dispute concerning what action needs to be taken with respect to the alleged default by Landlord or whether Tenant is entitled to terminate. If the parties are unable to resolve that dispute, then, prior to undertaking such self-help remedy, the dispute must be submitted to the Atlanta, Georgia Chapter of the American Arbitration Association for resolution. The determination of that arbitration panel shall be final and only thenbinding upon both Landlord and Tenant. If the arbitration panel decides in Tenant's favor, Tenant shall have may undertake the following remedies only: A. cure as described in Tenant's notice (or as approved by the arbitration panel) or terminate, as the case may be. Tenant may then proceed in equity or at law offset the costs reasonably incurred by Tenant to compel Landlord to perform its obligations and/or to recover damages proximately caused by effect such failure to perform (except as cure against the next Monthly Rental Installment and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenantmonthly installment of Annual Rental Adjustment; provided, at its optionhowever, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against more than fifty percent (50%) of any Monthly Rental Installment and monthly installment of rent due Landlord under Annual Rental Adjustment installment until such time as Tenant must offset against 100% of the terms remaining Minimum Annual Rent and monthly installment of this Annual Rental Adjustment to recoup its costs prior to the expiration of the Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time thirty (30) days following its receipt of such notice within which to perform such obligations; PROVIDED THAT, if longer than thirty (30) days is reasonably required in order to perform such obligations, Landlord shall have such longer period. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). Notwithstanding anything to the contrary contained herein, if Tenant provides notice to Landlord of an event or circumstance regarding the structural elements of the Building that Tenant reasonably believes constitutes an emergency and Landlord fails to take action in a commercially reasonable period of time under the circumstances, Tenant may take the minimally required action to xxxxx the emergency. In the event Tenant undertakes such emergency structural repair work, Tenant shall have the following remedies only: A. not be entitled to any abatement or off-set of Rent; Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to t perform its obligations, and then only after Landlord shall have had a reasonable period of time thirty (30) days, unless cure is started within said thirty (30) day period and is therefore diligently prosecuted to a conclusion reasonably following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. : Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. . Tenant, at its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s 's default, the sum paid by, Tenant shall be immediately due from Landlord landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of if such invoice until Tenant is reimbursed by Landlord. , Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In (a) It will be a default and breach of this Lease by Landlord if it fails to perform or observe any term, condition, covenant or obligation required to be performed or observed by it under this Lease for a period of 30 days after written notice thereof from Tenant; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is of such nature that the same cannot reasonably be performed within such 30-day period, such default will be deemed to have been cured if Landlord commences such performance within said 30-day period and thereafter diligently undertakes to complete the same and completes such cure within 60 days following Tenant’s notice. (b) Tenant will not have the right based upon a default of Landlord to terminate this Lease or to withhold, offset or xxxxx Rent, Tenant’s sole recourse for Landlord’s default being an action for damages against Landlord for diminution in the rental value of the Premises for the period of Landlord’s default, which is proximately caused by Landlord’s default. Tenant will not have the right to terminate this Lease or to withhold, offset or xxxxx the payment of Rent based upon the unreasonable or arbitrary withholding by Landlord of its consent or approval of any matter requiring Landlord’s consent or approval, including, but not limited to, any proposed assignment or subletting, Tenant’s remedies in such instance being limited to a declaratory relief action, specific performance, injunctive relief or an action of actual damages. Tenant will not in any case be entitled to any consequential or punitive damages based upon any Landlord default or withholding of consent or approval. (c) Notwithstanding the foregoing, in the event Landlord fails to perform make any of repair, and as a result thereof any emergency exists (including any circumstance in which material damage is occurring or likely to occur to the Premises or its obligations contents or occupants), Tenant, in addition to other rights or remedies available under this Lease, shall give Landlord shall nevertheless not be in default such notice as is reasonable under the terms of this Lease until such time as Tenant shall have first given circumstances, which notice will indicate Tenant’s intention to correct the emergency condition if Landlord written notice specifying the nature of such failure to perform its obligationsdoes not, and then only after if Landlord shall have had a reasonable period of time following its receipt of such notice within which does not proceed immediately to perform such obligations. In correct the event of Landlord’s default as above set forth, then, and only thenemergency condition, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law right, but not the obligation to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paiddo so, and deduct the reasons giving rise to such payment), together with interest at twelve percent per annum reasonable costs thereof from the next installments of Rent first coming due after the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseexpenditure.

Landlord’s Default and Tenant’s Remedies. In the event (a) Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of its obligations thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same within a reasonable time period. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due. In no event, however, shall Landlord be liable to Tenant for any consequential or punitive damages. Tenant acknowledges and agrees that this Lease will not be impacted in the event of external changes that make Tenant’s business less profitable or more difficult. (b) Notwithstanding any contrary term or provision in this Lease, if (i) any circumstance or condition exists under this Lease which will, if not cured by Landlord within the applicable period afforded to Landlord under this Lease, constitute a default of Landlord shall nevertheless hereunder (a “Landlord Default Condition”), (ii) Landlord has not be in default under begun and pursued with reasonable diligence the terms cure of this Lease until such time as Tenant shall have first given Landlord Default Condition within thirty (30) days (“Landlord’s Cure Period”) of receipt by Landlord and each Landlord mortgagee of written notice specifying from Tenant of the nature relevant Landlord Default Condition (provided, however, if the cure of any such Landlord Default Condition cannot reasonably be completed within such thirty (30) day period but such Landlord Default Condition is curable and Landlord diligently commences the cure of such failure matter within the thirty (30) day period, Landlord’s Cure Period shall be extended as may be reasonably required (but in no event more than an additional thirty (30) days) to perform its obligationsallow Landlord to complete the cure of such matter, so long as Landlord continues to diligently prosecute such cure to completion during such additional period), (iii) such Landlord Default Condition renders all or a material portion of the Leased Premises untenantable for the conduct of Tenant’s business therein and Tenant ceases to use the relevant portion(s) of the Leased Premises, (iv) such default is not the result of a Force Majeure Matter or any acts or omissions of Tenant or any employee, officer, contractor, agent or affiliate of Tenant, and then only after following the expiration of Landlord’s Cure Period, Tenant delivers notice to Landlord and each mortgagee of Tenant’s intent to pursue its self-help remedies under this Section 13.03 the following terms and provisions shall have had a be applicable: (i) Without waiving or releasing Landlord from any obligation hereunder, Tenant may (but is under no obligation to) take reasonable action to cure the Landlord Default Condition; and if Tenant elects to take action to cure the Landlord Default Condition, the applicable time period allowed for Landlord to cure such Landlord Default Condition under Section 13.03 herein shall be “tolled” for the period of time following its receipt that Tenant is attempting to cure such Landlord Default Condition. Provided, however, and notwithstanding the foregoing or any other term or provision herein to the contrary: (i) Tenant must undertake any such curative action in good faith. An example of Tenant failing to act in good faith would be undertaking an action that Tenant knows will not mitigate, cure or correct the Landlord Default Condition; (ii) if Tenant’s proposed curative action will affect the Building’s electrical, plumbing, HVAC or mechanical system or any structural component of the Building, Tenant shall use Landlord’s applicable Building contractor for such notice within which system or component, unless such contractor is unwilling or unable to perform such obligations. In work or is substantially more costly than another qualified contractor, in which event Tenant may utilize the event services of another qualified, licensed and insured contractor (subject to Landlord’s default as above set forthprior written approval, thennot to be unreasonably withheld, conditioned or delayed); (iii) all work undertaken by Tenant to cure the Landlord Default Condition must be completed in a good and only thenworkmanlike manner and in accordance with all applicable statutes, laws, ordinances, rules and regulations; (iv) in connection with any curative action taken by Tenant, Tenant shall use commercially-reasonable efforts to minimize interference with the rights of other tenants to use their respective premises in the Building. (ii) If Tenant incurs expenses in attempting to cure a Landlord Default Condition pursuant to this Section 13.03(b), Landlord shall reimburse Tenant for the costs so incurred. Such costs must be reasonably documented and copies of such documentation must be delivered to Landlord with the above-referenced written demand for reimbursement. If Landlord fails to reimburse Tenant or give Tenant notice of objection to such reimbursement within sixty (60) days of said notice and Tenant sends Landlord an additional written notice advising Landlord of such failure, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default offset said reimbursement from no more than twenty percent (20%) of Monthly Rental Installments payable by Tenant to Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlordfully reimbursed. In no event, however, shall Landlord be liable to Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leaseconsequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall not be ---------------------------------------- deemed to be in default of its obligations unless Landlord fails to perform any of its obligations under this Leasecovenant, Landlord shall nevertheless not be condition, or agreement contained in default under the terms of this Lease until such time as Tenant shall have first given Landlord and fails to cure the nonperformance within a reasonable time, but not later than fifteen (15) days after receiving written notice specifying of the failure; provided, however, that if the nature of such Landlord's failure to perform its obligationsreasonably requires more than fifteen (15) days to cure, and then only after Landlord shall have had a reasonable not be deemed in default if Landlord commences to cure such failure within said fifteen (15) day period of time following its receipt of and thereafter diligently and in good faith prosecutes such notice within which cure to perform such obligationscompletion. In the event of Landlord’s If Landlord is in default as above set forthpursuant to this paragraph 13.3, then, and only then, then Tenant shall have the following remedies onlyremedies: A. 13.3.1 Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages resulting from injury to person or damage to property as provided in this Leaseherein). B. Tenant, at its option, 13.3.2 Tenant may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, If Tenant at any time by reason of Landlord's default reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s defaultsum, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and the sum is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with shall bear interest at twelve percent per annum the Agreed Interest Rate from the date of such invoice the sum is paid by Tenant until Tenant is reimbursed by Landlord. Any such amount shall be payable by Landlord to Tenant within ten (10) days following Tenant's written demand for payment and if not so paid, may not be offset such sums against any installment the next installments of rent due Monthly Rent payable by Tenant to Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this LeaseLease and such default continues for more than thirty (30) days after written notice from Tenant to Landlord, Landlord Tenant may pursue all remedies at law or in equity; provided, however, in the event of any default for which notice has been given as provided herein, which because of its nature can be cured (but not within such thirty (30)-day period, other than the failure to pay a sum of money which shall nevertheless in all events be cured within such 30-day period), such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)-day period and shall, when commenced, be diligently prosecuted to completion. Tenant’s right to seek any remedy for Landlord’s default shall not be deemed waived by the failure to exercise said right nor shall any such failure estop Tenant from afterward asserting said right to seek any remedy as provided herein or as provided by law. The remedies of Tenant shall be cumulative and include any and all remedies as provided by law or in default equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any prior waiver of any of Tenant’s rights under the terms Lease shall not constitute a waiver of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature Tenant’s rights to damages in event of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period subsequent default or breach of time following its receipt of such notice within which to perform such obligationsLandlord. In the event that Landlord fails to cure a default within thirty (30) days after receipt of Landlordnotice from Tenant, or if having commenced said cure Landlord does not diligently prosecute to completion, then Tenant may elect to cure such default at Tenant’s default as above set forth, then, expense and only then, offset from Rent the actual and reasonable cost to perform such cure. Tenant shall have document the following remedies only: A. Tenant may then proceed in equity or at law cost of said cure and supply said documentation to compel Landlord. In no event, however, shall Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leasepunitive damages.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. In addition to the foregoing, if Landlord shall nevertheless not be default in default under the terms payment, performance or observance of any agreement or condition contained in this Lease until such time as Tenant shall have first given to be paid, performed or observed by Landlord written notice specifying the nature of such failure to perform its obligations, and then only after if Landlord shall have had a reasonable not cure such default within thirty (30) days after notice from Tenant specifying such default (or, if such default cannot by its nature be cured within such thirty (30) day period, shall not within such period of time following its receipt of commence to cure such notice within which default and thereafter proceed to perform cure such obligations. In the event of Landlord’s default as above set forth, then, and only thento completion with due diligence), Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenantmay, at its option, may then cure without waiving any default claim for damages for breach of Landlord at Landlord’s cost. Ifagreement, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason thereafter (but with additional prior notice to Landlord) cure such default for the account of Landlord’s default, the sum and any amount paid by, by Tenant in so doing shall be immediately due from Landlord to Tenant at deemed paid for the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement account of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paidLandlord, and the reasons giving rise Landlord agrees to such payment), together with interest at twelve percent per annum from the date of such invoice until reimburse Tenant is reimbursed by Landlordtherefor. Tenant may cure any such default as aforesaid prior to the expiration of said thirty (30) day period, but after reasonable notice to Landlord, if the curing of such default prior to the expiration of said thirty (30) day period is reasonably necessary to protect the Leased Premises or Tenant's interest therein or to prevent injury or damage to persons or property or to Tenant's business. Upon the occurrence of any such default, Tenant may sue for injunctive relief or to recover damages for any loss directlx xesulting from the breach and/or exercise of such self-help rights, but Tenant shall not be entitled to terminate this Lease or withhold, offset such or abate any sums against any installment due hereunder, except as ordered by a court of rent due Landlord under the terms of this Leasecompetxxx xurisdiction.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant to Landlord; provided, however, that if the nature term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendefault, Tenant shall have the following remedies only: A. Tenant may then proceed in equity xxx for injunctive relief or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure for any loss directly resulting from the breach, but Tenant shall not be entitled to perform (except as and terminate this Lease or withhold, offset or xxxxx any sums due hereunder. As to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. Ifmaintenance and repair obligations under Section 7.02 above, pursuant if Landlord has not cured or commenced to this Subarticlecure a maintenance or repair default set forth in said notice from Tenant within said 30-day period, Tenant reasonably pays any sum may undertake all reasonable action to any cure Landlord’s failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseother supporting evidence substantiating said cost.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform shall not be in default of any of its obligations under this LeaseLease unless Landlord fails to perform any covenant, condition, or agreement contained in this Lease and fails to cure the nonperformance within a reasonable time, but not later than thirty (30) days after receiving written notice of the failure from Tenant; provided, however, that if the nature of Landlord’s failure to perform reasonably requires more than thirty (30) days to cure, then Landlord shall nevertheless not be in default under if Landlord commences to cure such failure within such thirty (30) day period, and thereafter diligently prosecutes such cure to completion. If Landlord is in default pursuant to this Section 19(e) and (i) such default materially and adversely impairs Tenant’s ability to use the Premises or any material portion thereof for the operation of its business pursuant to the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying or (ii) poses a material and imminent risk to the nature health or safety of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forthpersons, then, and only then, as Tenant’s sole remedy at law and/or in equity, Tenant may perform such obligations subject to the following terms and conditions: (1) Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law deliver to compel Landlord a written notice (“Self-Help Notice”) of Tenant’s intention to perform such obligations, which Self-Help Notice shall indicate in all capital bold-faced letters Tenant’s intention to exercise its self-help rights and to perform such obligations and/or which are otherwise Landlord’s responsibility hereunder. If Landlord fails to recover damages proximately caused by such commence to cure its failure to perform within ten (except as and to 10) business days after receipt of the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this SubarticleSelf-Help Notice, Tenant may take whatever action is reasonably pays any sum necessary to any third party perform such obligations; (2) All work performed by Tenant or does any act that requires its agents in accordance with this Section 19(e) must be performed at a reasonable and competitive cost and rate and so as to minimize interference with the payment rights of any sum to any third part at any time by reason other occupants of Landlord’s default, the sum paid by, Building (if applicable); and (3) Landlord shall reimburse Tenant shall be immediately due from Landlord to Tenant at for the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date costs of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under performance incurred in accordance with the terms of this LeaseSection 19(e) within thirty (30) days after Tenant’s submission to Landlord of receipted invoices therefor (accompanied by reasonable supporting documentation), but only to the extent the costs would have been paid by Landlord without reimbursement under this Lease (it being understood that costs which would have been reimbursed to Landlord by Tenant as an Operating Cost shall not be repaid to Tenant under this Section 19(e)). If Landlord fails to reimburse Tenant within such thirty (30) day period, the Landlord shall also pay interest at the Default Rate on any undisputed portion of such amount; provided, however, that Tenant shall have no set off, abatement, withholding or similar rights with respect thereto.

Landlord’s Default and Tenant’s Remedies. In (a) Landlord shall be in default if (i) Landlord fails to pay any amounts due from Landlord with respect to the event Leased Premises within fifteen (15) days after receipt of written notice of such failure by Tenant, and (ii) as a result of Landlord’s failure to pay, (A) Tenant’s ability to conduct its business at the Leased Premises in accordance with this Lease is at imminent risk of being materially and adversely affected, or (B) any party claims an interest in or places a lien on any of Tenant’s property. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder, except as expressly provided in Section 13.03(c); provided, however, that Tenant shall have the right to cure such default by making the payment required of Landlord, in which case Landlord shall reimburse Tenant for same on demand, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said payment. (b) Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until or withhold, offset or xxxxx any sums due hereunder, except to the extent otherwise expressly set forth in Section 13.03(c) below. As to Landlord’s maintenance and repair obligations hereunder within the Leased Premises, if Landlord has not commenced to cure a maintenance or repair default set forth in said notice from Tenant within thirty (30) days and has not cured such maintenance or repair default within the time period set forth above (not to exceed ninety (90) days), Tenant may undertake all reasonable action to cure Landlord’s failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant’s contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant’s contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. Except as otherwise set forth herein, pursuit of any remedies set forth in this Section 13.03 shall not preclude pursuit of any other remedy provided under applicable law or equity, nor shall pursuit of any remedy constitute forfeiture or waiver of any payment due to Tenant. (c) If Tenant shall have first given demands reimbursement from Landlord written pursuant to subsections (a) or (b) above and Landlord does not reimburse Tenant or give Tenant notice specifying the nature of objection to such failure to perform its obligationsreimbursement within sixty (60) days following Tenant’s demand, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of if Landlord’s default as above set forth, then, and only thenobjection to such reimbursement is resolved against Landlord by agreement of the parties or by a court of competent jurisdiction to which the dispute has been submitted by the parties, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum set off said reimbursement from the date of such invoice until Minimum Annual Rent payable by Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due to Landlord under the terms of this Leasehereunder.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in Lease and fails to cure such default under the terms of this Lease until such time as Tenant shall have first given Landlord within thirty (30) days after written notice from Tenant specifying the nature of such failure default where such default could reasonably be cured within said thirty (30)-day period, or fails to perform its obligationscommence such cure within said thirty (30)-day period and thereafter continuously with due diligence prosecute such cure to completion where such default could not reasonably be cured within said thirty (30)-day period, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies onlyremedies: A. 13.4.1 Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages resulting from injury to person or damage to property as provided in this Leaseparagraph 9.3). B. Tenant, at its option, 13.4.2 Tenant may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, If Tenant at any time by reason of Landlord's default reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s defaultsum, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and the sum is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with shall bear interest at twelve percent per annum the Agreed Interest Rate from the date of such invoice the sum is paid by Tenant until Tenant is reimbursed by Landlord. Any such amount shall be payable by Landlord to Tenant within ten (10) days following Tenant's written demand for payment and if not so paid, may not be offset such sums against any installment the next installments of rent due payable by Tenant to Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event (a) It shall be a default and breach of this Lease by Landlord fails if it shall fail to perform or observe any term, condition, covenant, or obligation required to be performed or observed by it under this Lease for a period of thirty (30) days after written notice thereof from Tenant; provided, however, that if the term, condition, covenant, or obligation to be performed by Landlord is of such nature that the same cannot reasonably be performed within, such thirty (30) day period, such default shall be deemed to have been cured if Landlord commences such performance within said thirty (30) day period and thereafter diligently undertakes to complete the same. (b) Except as specifically set forth in this Lease, Tenant shall not have the right based upon a default of Landlord to terminate this Lease or to withhold, offset, or abatx xxxt, Tenant's sole recourse for Landlord's default being an action for actual damages against Landlord which is proximately caused by Landlord's default. Tenant shall not have the right to terminate this Lease or to withhold, offset, or abatx xxx payment of rent based upon a failure by Landlord to perform its repair and/or maintenance obligations under this Lease or upon the unreasonable or arbitrary withholding by Landlord of its consent or approval of any matter requiring Landlord's consent or approval, including but not limited to any proposed assignment or subletting, Tenant's remedies in such instances being limited to a declaratory relief action, specific performance, injunctive relief, or an action of actual damages. Tenant shall not in any case be entitled to any consequential or punitive damages based upon any Landlord default or withholding of consent or approval. (c) Notwithstanding anything to the contrary contained in this Lease, Tenant agrees and understands that Tenant shall look solely to the estate and property of Landlord in the Building of which the Premises are a part as well as the Land, and all rents, profits and proceeds therefrom for the enforcement of any judgment (or other judicial decree) requiring the payment of money by Landlord or any other partner, director, officer, employee, or agent of Landlord [or Landlord Affiliate] to Tenant by reason of any default or breach by Landlord in the performance of its obligations under this Lease, it being intended that no other assets of Landlord or any of Landlord's Affiliates shall nevertheless not be subject to levy, execution, attachment, or any other legal process for the enforcement or satisfaction of the remedies pursued by Tenant in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s such default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease)breach. B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day (30) period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default by Landlord, Tenant may, in addition to any rights or remedies allowed by law or in equity, xxx for injunctive relief or to recover damages for any loss directly resulting from such breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder, except as expressly provided herein. Provided that Landlord is in default under hereunder beyond the terms of this Lease until such time as notice and cure periods provided for above and provided that Tenant shall have first has given Landlord a second written notice specifying the nature of such failure served no sooner than fifteen (15) days following Tenant's first default notice to perform its obligationsLandlord, and then only after advising Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default and of Tenant's contractual rights to cure Landlord's default and offset such costs to cure against Tenant's Minimum Annual Rent and Additional Rent as above set forth, then, and only thenprovided herein, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then use reasonable measures to cure any such default on behalf of Landlord at Landlord’s cost. If, pursuant and offset the reasonable costs thereof against Minimum Annual Rent and Additional Rent due under this Lease in an amount not to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor exceed Seventy-Five Thousand Dollars (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent $75,000.00) per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leasecalendar year.

Landlord’s Default and Tenant’s Remedies. In the event (a) If Landlord fails to pay any amounts due to Tenant under this Lease and shall not cure such failure within ten (10) business days following Tenant's written notice to Landlord (and to the holder of any mortgage of which Tenant shall have been notified in writing) or, if Landlord fails to keep or perform any of its obligations under this LeaseLease and shall not cure such failure within thirty (30) days following Tenant's written notice to Landlord (and to the holder of any mortgage of which Tenant shall have been notified in writing), Landlord shall nevertheless be in default under this Lease; provided, however, if the failure is of a nature that such failure cannot be cured within thirty (30) days, Landlord shall not be in default under so long as Landlord commences the terms cure within such thirty (30) day period and diligently and continuously pursues the cure to completion as soon as reasonably possible. Upon the occurrence of any default by Landlord hereunder, Tenant may, in addition to any rights and remedies allowed by law or in equity, pursue any one or more of the following remedies: (i) take any and all action reasonably necessary to cure Landlord's default; or (ii) if Tenant either (a) obtains a written decision from an arbitration tribunal in an arbitration proceeding providing for a monetary remedy (in whole or in part), or (b) obtains a monetary judgment against Landlord, then Tenant may offset the amount of such judgment or decision against Minimum Annual Rent and Annual Rental Adjustment or other payments thereafter coming due from Tenant to Landlord pursuant to this Lease Lease, in an amount not to exceed fifty percent (50%) of any Minimum Annual Rent and Annual Rental Adjustments until such time as Tenant shall have first given Landlord written notice specifying must offset against 100% of the nature remaining Minimum Annual Rent and Annual Rental Adjustment to recoup the amount of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity judgment or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease)decision. B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.

Landlord’s Default and Tenant’s Remedies. In the event Landlord fails to perform any of its obligations under this Lease, Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In the event of Landlord’s 's default as above set forth, then, and only then, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at as its option, may then cure any default of Landlord at Landlord’s 's cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part party at any time by reason of Landlord’s 's default, the sum paid by, by Tenant shall be immediately due from Landlord to Tenant at as the time Tenant supplies Landlord with an invoice therefor therefore (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Lease.date

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of thirty (30) days after written notice thereof from Tenant to Landlord (except in the event of an emergency where the safety of Tenant's employees is threatened or in order to preserve Tenant's Property or the Leased Premises, when Landlord shall be expected to perform its obligations under this LeaseLease within a reasonable time under the circumstances after receiving notice from Tenant of the need for such performance); provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder, except as otherwise expressly set forth herein. As to Landlord's maintenance and repair obligations hereunder inside the Leased Premises, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in said notice from Tenant within said 30-day period, or in the event of an emergency where the safety of Tenant's employees is threatened or in order to preserve Tenant's Property or the Leased Premises, when Landlord shall nevertheless not be in default under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure expected to perform its obligationsobligations under this Lease within a reasonable time under the circumstances after receiving notice from Tenant of the need for such performance, Tenant may undertake all reasonable action to cure Landlord's failure of performance. If Tenant elects to cure said default, Tenant shall, prior to commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the name of Tenant's contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant's contractor shall be adequately insured and of good reputation. Landlord agrees to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith, provided that Tenant delivers to Landlord adequate bills or other supporting evidence substantiating said cost. If Landlord does not reimburse Tenant or give Tenant notice of objection to such reimbursement within sixty (60) days following Tenant's demand, and then only after if Landlord's objection to such reimbursement is resolved against Landlord shall have had by agreement of the parties or by a reasonable period court of time following its receipt of such notice within competent jurisdiction to which to perform such obligations. In the event of Landlord’s default as above set forth, then, and only thendispute has been submitted by the parties, Tenant shall have the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenantset off said reimbursement from the rental payable by Tenant to Landlord hereunder. In no event, at its optionhowever, may then cure any default of shall Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leaseconsequential or punitive damages.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any of its obligations term, condition, covenant or obligation required under this LeaseLease for a period of thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty (30) days, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder. As to Landlord's maintenance and repair obligations hereunder, if Landlord has not cured or commenced to cure a maintenance or repair default set forth in default said notice from Tenant within said 30 day period (or such lesser time as is reasonable under the terms of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In circumstances in the event of Landlord’s default as above set forth, then, and only thenimminent danger to persons or property), Tenant shall have the following remedies only: A. may undertake all reasonable action to cure Landlord's failure of performance. If Tenant may then proceed in equity or at law elects to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticlesaid default, Tenant reasonably pays any sum shall, prior to any commencement of said work, provide to Landlord a specific description of the work to be performed by Tenant and the names of Tenant's contractor. Any materials used shall be of equal or better quality than currently exists in the Building and Tenant's contractor shall be adequately insured and of good reputation. Landlord agree to reimburse Tenant on demand for all reasonable, third party out-of-pocket expenses incurred by Tenant in connection therewith provided that Tenant delivers to Landlord adequate bills or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord under the terms of this Leaseother supporting evidence substanding said cost.

Landlord’s Default and Tenant’s Remedies. In the event If Landlord fails to perform is in default under any of its obligations under this LeaseLease and such default continues for more than thirty (30) days (other than for a default, Landlord that causes the Leased Premises to become uninhabitable) after written notice from Tenant to Landlord, Tenant may pursue all remedies at law or in equity. However, in the event of any default for which notice has been given as provided herein, which because of its nature can be cured (but not within such thirty (30)-day period, other than the failure to pay a sum of money which shall nevertheless in all events be cured within such 30-day period), such default shall be deemed remedied if the correction thereof shall have been commenced within said thirty (30)- day period and shall, when commenced, be diligently prosecuted to completion. Tenant’s right to seek any remedy for Landlord’s default shall not be deemed waived by the failure to exercise said right nor shall any such failure estop Tenant from afterward asserting said right to seek any remedy as provided herein or as provided by law. The remedies of Tenant shall be cumulative, and include any and all remedies as provided by law or in default equity, and no one of them shall be construed as exclusive of any other or of any remedy provided by law. Any prior waiver of any of Tenant’s rights under the terms Lease shall not constitute a waiver of this Lease until such time as Tenant shall have first given Landlord written notice specifying the nature Tenant’s rights to damages in event of such failure to perform its obligations, and then only after Landlord shall have had a reasonable period subsequent default or breach of time following its receipt of such notice within which to perform such obligationsLandlord. In the event that Landlord fails to cure a default within thirty (30) days after receipt of Landlordnotice from Tenant (or upon receipt of notice in the event a default that causes the Leased Premises to become uninhabitable), or if having commenced said cure Landlord does not diligently prosecute to completion, then Tenant may elect to cure such default at Tenant’s default as above set forth, then, expense and only then, offset from Rent the actual and reasonable cost to perform such cure. Tenant shall have document the following remedies only: A. Tenant may then proceed in equity or at law cost of said cure and supply said documentation to compel Landlord. In no event, however, shall Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord liable to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against for any installment of rent due Landlord under the terms of this Leasepunitive damages.

Landlord’s Default and Tenant’s Remedies. In the event (a) It will be a default and breach of this Lease by Landlord if it fails to perform or observe any of its obligations term, condition, covenant or obligation required to be performed or observed by it under this Lease, Landlord shall nevertheless not be in default under the terms Lease for a period of this Lease until such time as Tenant shall have first given Landlord thirty (30) days after written notice specifying thereof from Tenant; provided, however, that, if the nature term, condition, covenant or obligation to be performed by Landlord is of such failure nature that the same cannot reasonably be performed within such thirty (30)-day period, such default will be deemed to perform its obligations, have been cured if Landlord commences such performance within said thirty (30)-day period and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which thereafter diligently undertakes to perform such obligations. complete the same. (b) In the event of any default on the part of Landlord, Tenant will give notice by registered or certified mail to any beneficiary of a deed of trust or mortgagee covering the Premises or ground lessor of Landlord whose address shall have been furnished to Tenant, and shall offer such beneficiary, mortgagee or ground lessor the same opportunity to cure the default as is afforded Landlord pursuant to this Lease. (c) Tenant will not have the right based upon a default of Landlord to terminate this Lease or to withhold, offset or xxxxx Rent, Tenant’s sole recourse for Landlord’s default as above set forth, then, and only then, Tenant shall have being an action for damages against Landlord for diminution in the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to rental value of the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. If, pursuant to this Subarticle, Tenant reasonably pays any sum to any third party or does any act that requires Premises for the payment of any sum to any third part at any time by reason period of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and which is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed proximately caused by Landlord’s default. Tenant may will not have the right to terminate this Lease or to withhold, offset or xxxxx the payment of Rent based upon the unreasonable or arbitrary withholding by Landlord of its consent or approval of any matter requiring Landlord’s consent or approval, including, but not limited to, any proposed assignment or subletting, Tenant’s remedies in such sums against instance being limited to a declaratory relief action, specific performance, injunctive relief or an action of actual damages. Tenant will not in any installment case be entitled to any consequential or punitive damages based upon any Landlord default or withholding of rent due Landlord under the terms of this Leaseconsent or approval.

Landlord’s Default and Tenant’s Remedies. In the event Landlord shall be in default if it fails to perform any term, condition, covenant or obligation required under this Lease for a period of its obligations thirty (30) days after written notice thereof from Tenant to Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is such that it cannot reasonably be performed within thirty days, such default shall be deemed to have been cured if Landlord commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss directly resulting from the breach, but Tenant shall not be entitled to terminate this Lease or withhold, offset or xxxxx any sums due hereunder. Notwithstanding the foregoing, it shall be a default under and breach of this Lease by Landlord if it shall fail to perform or observe any term, condition, covenant or obligation required to be performed or observed by it under this Lease, which failure prevents Tenant from conducting its normal business operations in the Leased Premises, for a period of ten (10) days after written notice thereof from Tenant; provided, however, that if the term, condition, covenant or obligation to be performed by Landlord is of such nature that the same cannot reasonably be performed within such ten-day period, such default shall nevertheless be deemed to have been cured if Landlord commences such performance within said ten-day period and thereafter diligently undertakes to complete the same and does so complete the required action within a reasonable time. Upon the occurrence of any such default, Tenant may xxx for injunctive relief or to recover damages for any loss resulting from the breach, but Tenant shall not be in default under the terms of entitled to terminate this Lease until such time or withhold or xxxxx any rent due hereunder except as Tenant shall have first given Landlord written notice specifying specifically provided elsewhere in this Lease. Notwithstanding the nature of such failure to perform its obligationsforegoing, and then only after Landlord shall have had a reasonable period of time following its receipt of such notice within which to perform such obligations. In in the event of an Emergency Situation, as hereinafter defined, if the default is not cured after reasonable notice to (or diligent attempts to notify) Landlord’s default as above set forth, then, and only then, Tenant shall have may cure the following remedies only: A. Tenant may then proceed in equity or at law to compel Landlord to perform its obligations and/or to recover damages proximately caused by such failure to perform (except as and to the extent Tenant has waived its right to damages as provided in this Lease). B. Tenant, at its option, may then cure any default of Landlord at Landlord’s cost. Ifexpense, pursuant to this Subarticle, Tenant provided that such cure is not more extensive than is reasonably pays any sum to any third party or does any act that requires the payment of any sum to any third part at any time by reason of Landlord’s default, the sum paid by, Tenant shall be immediately due from Landlord to Tenant at the time Tenant supplies Landlord with an invoice therefor (provided such invoice sets forth and is accompanied by a written statement of Tenant setting forth in reasonable detail the amount paid, the party to whom it was paid, the date it was paid, and the reasons giving rise to such payment), together with interest at twelve percent per annum from the date of such invoice until Tenant is reimbursed by Landlord. Tenant may not offset such sums against any installment of rent due Landlord necessary under the terms of this Lease.circumstances. “