Common use of Net Lease Clause in Contracts

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent Landlord and Tenant acknowledge and agree that both parties intend that this Agreement shall be absolutely net and constitute what is generally referred to Landlord so in the real estate industry as a "triple net" or "absolute net" lease, such that this Lease Tenant shall yield be obligated hereunder to Landlord pay all costs and expenses incurred with respect to, and associated with, the full amount of Leased Property and all personal property thereon and therein and the installments or amounts of Rent throughout the Termbusiness operated thereon and therein, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, all taxes and assessments, utility charges, insurance costs, maintenance costs and repair, replacement and restoration expenses (i) all as more particularly herein provided), together with any and all other assessments, charges, costs and expenses of any kind or nature whatsoever related to, or associated with, the Leased Property and the business operated thereon and therein, other than Landlord’s obligations 's financing costs and expenses and related debt service; provided, however, that Landlord shall nonetheless be obligated to pay Real Estate Taxes pursuant Landlord's personal income taxes with respect to Section 3.4the Rent and other amounts received by Landlord under this Agreement. Except as expressly hereinabove provided, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refundingLandlord shall bear no cost or expense of any type or nature with respect to, or abatement of such Rent and for associated with, the funding of Landlord’s obligations pursuant to Section 14.3)Leased Property. This Lease is a net lease, and, except Except to the extent otherwise expressly specified provided in this LeaseAgreement, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoffset-off, deduction, deduction or defense and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s 's obligation to pay all such amounts, Rent throughout the Term and all any applicable Renewal Terms, Extended Term is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, unconditional and the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions condition on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof includingthereof, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant or any other Person, Person or any action taken with respect to this Lease Agreement by any trustee or receiver of Tenant or any other Person, Person or by any court, in any such proceedingproceedings; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, manufacturer or contractor of or for the Leased PropertyProperty (other than a claim resulting from any willful misconduct or gross negligence of Landlord); (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this LeaseAgreement, or of any other agreement; (i) any invalidity, unenforceability, rejection, rejection or disaffirmance of this Lease Agreement by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, agency or other Government Agencies; (l) any interference, interruption, interruption or cessation in the use, possession, possession or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whatsoever whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this LeaseAgreement, this Lease Agreement shall be non-cancellable by Tenant for any reason whatsoever, whatsoever and, except as expressly provided in this Lease, Agreement Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Agreement or to any diminution, abatement, abatement or reduction of Rent payable hereunder. Except as specifically set forth in this LeaseAgreement, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, restoration or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this LeaseAgreement, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the TermTHIS AGREEMENT SHALL BE A NET LEASE, subject to any other provisions of this Lease which expressly provide otherwise (includingAND EACH LESSEE'S OBLIGATION TO PAY ALL MONTHLY BASE RENT, without limitationSUPPLEMENTAL RENT AND OTHER SUMS HEREUNDER SHALL BE ABSOLUTE AND UNCONDITIONAL, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4AND SHALL NOT BE SUBJECT TO ANY ABATEMENT, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9SETOFF, and (iii) those provisions for adjustmentCOUNTERCLAIM, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3)DEDUCTION OR REDUCTION FOR ANY REASON WHATSOEVER. This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective The obligations and liabilities of Tenant and Landlord each Lessee hereunder shall in no way be released, discharged, discharged or otherwise affected (except as may be expressly provided herein including, without limitation, the right of each Lessee to reject Vehicles pursuant to Section 2.2 hereof) for any reason, including, including without limitation: (ai) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property Vehicles or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property Vehicles or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property Vehicles or any part thereof including, without limitation, evictionthereof; (div) any defect in or any Lien on title to or rights to the Leased Property Vehicles or any lien on such title or rights to the Leased Propertypart thereof; (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of such Lessee or by any Personthe Lessor; (fvi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings proceeding relating to Tenant such Lessee, the Lessor or any other Person, or any action taken with respect to this Lease Agreement by any trustee or receiver of Tenant or any other PersonPerson mentioned above, or by any court, in any such proceeding; (gvii) any right or claim that Tenant such Lessee has or might have against any Person, including, including without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for limitation the Leased PropertyLessor; (hviii) any failure on the part of Landlord the Lessor or any other Person Lessee to perform or comply with any of the terms of this Lease, hereof or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or disaffirmance of this Lease by operation Agreement or any provision hereof or any of law the other Related Documents or otherwise any provision of any thereof, in each case whether against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property such Lessee or otherwise; (x) any insurance premiums payable by such Lessee with respect to the Vehicles; or (mxi) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant such Lessee shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall and whether or not apply foreseen or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconductforeseeable. Except as specifically set forth in this Lease, this Lease This Agreement shall be non-cancellable noncancelable by Tenant for any reason whatsoever, the Lessees and, except as expressly provided in this Leaseherein, Tenanteach Lessee, to the extent now or hereafter permitted by Applicable Lawslaw, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Agreement, or to any diminution, abatement, diminution or reduction of Monthly Base Rent, Supplemental Rent or other amounts payable by such Lessee hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions All payments by each Lessee made hereunder shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect final (except to the useextent of adjustments provided for herein), possessionabsent manifest error and, controlexcept as otherwise provided herein, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or each Lessee shall not seek to recover any part of the Leased Property, so long as the Leased Property such payment or any part thereof is subject for any reason whatsoever, absent manifest error. If for any reason whatsoever this Agreement shall be terminated in whole or in part by operation of law or otherwise except as expressly provided herein, each Lessee shall nonetheless pay an amount equal to this Leasesuch Lessee's allocable portion of all Monthly Base Rent, all Supplemental Rent and Tenant expressly waives the right to perform any such action all other amounts due hereunder at the time and in the manner that such payments would have become due and payable under the terms of this Agreement as if it had not been terminated in whole or in part. All covenants and agreements of each Lessee herein shall be performed at its cost, expense of Landlord pursuant to any lawand risk unless expressly otherwise stated.

Net Lease. It is the purpose of this Lease and intent of Port and Tenant that all Rent shall be absolutely net to Landlord Port, so that this Lease shall yield to Landlord Port the full amount of the installments or amounts of Rent throughout at all times during the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, abatement or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconductoffset. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances circumstances, whether now existing or conditions hereafter arising, and whether or not beyond the present contemplation of the Parties shall Landlord Port be expected or required to incur any expense or make any payment of any kind hereunder or have any obligations with respect to this Lease or Tenant's use or occupancy of the usePremises, possessionincluding any Improvements. Without limiting the foregoing, controlbut except as expressly provided to the contrary in this Lease, Tenant shall be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which Port would otherwise be or become liable by reason of Port's estate or interests in the Premises and any Improvements, any rights or interests of Port in or under this Lease, or the ownership, leasing, operation, management, maintenance, alterationrepair, rebuilding, replacingremodeling, repairrenovation, restorationuse or occupancy of the Premises, any Improvements, or operation of any portion thereof. No occurrence or situation arising during the Term, nor any present or future Law, whether foreseen or unforeseen, and however extraordinary, shall relieve Tenant from its liability to pay all or any part of the Leased Property, so long as sums required by any of the Leased Property or any part thereof is subject to provisions of this Lease, and or shall otherwise relieve Tenant expressly waives the from any of its obligations under this Lease, or shall give Tenant any right to perform terminate this Lease in whole or in part, except as otherwise expressly provided in this Lease. Tenant waives any rights now or hereafter conferred upon it by any existing or future Law to terminate this Lease or to receive any abatement, diminution, reduction or suspension of payment of such sums, on account of any such action at the expense of Landlord pursuant to occurrence or situation, provided that such waiver shall not affect or impair any lawright or remedy expressly provided Tenant under this Lease.

Net Lease. Landlord and Tenant acknowledge and agree that (i) this Lease is and is intended to be what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent (including, for avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges shall be paid absolutely net to Landlord Landlord, without abatement, deferment, reduction, defense, counterclaim, claim, demand, notice, deduction or offset of any kind whatsoever, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Rent (including, for the avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to all as more fully set forth in Article 9, V and (iii) those provisions for adjustment, refunding, or abatement of such Rent except and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except solely to the extent otherwise expressly specified provided in this LeaseArticle XIV (in connection with a Casualty Event), it is agreed in Article XV (in connection with a Condemnation), in Section 3.1 (in connection with the “true-up”, if any, applicable to the onset of a Variable Rent Payment Period) and intended that in Section 41.16. If Landlord commences any proceedings for non-payment of Rent, Tenant will not interpose any defense, offset, claim, counterclaim or cross complaint or similar pleading of any nature or description in such proceedings unless Tenant would lose or waive such claim by the failure to assert it. This shall not, however, be construed as a waiver of Tenant’s right to assert such claims in a separate action brought by Tenant. The covenants to pay Rent payable and Additional Charges hereunder by are independent covenants, and Tenant shall be paid without noticehave no right to hold back, demanddeduct, counterclaimdefer, setoffreduce, deduction, offset or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation fail to pay all any such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, andamounts for default by Landlord or for any other reason whatsoever, except solely as and to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in Section 3.1 and this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawSection 3.5.

Net Lease. Rent (a) Notwithstanding any present or future law to the contrary, except as otherwise expressly set forth in this Agreement, Lessee shall not be absolutely net entitled to Landlord so that terminate this Lease Agreement, nor shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (includingabatement, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demandset-off, counterclaim, setoffdefense or deduction with respect to any Base Rent or Additional Rent, deduction, nor shall the obligations of Lessee hereunder be affected by reason of any damage to or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use destruction of the Leased Property or Premises, any part thereofprohibition, limitation, restriction, or the failure prevention of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the Lessee's use, possession, occupancy or quiet enjoyment of the Leased Property Premises, or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing. The Parties intend that the obligations of Lessee hereunder shall be separate and independent covenants and agreements. It is the intention of the Parties that the Rent payable hereunder shall be absolutely net to Lessor without any set-off or deduction whatsoever, whether foreseeable or unforeseeableso that this Agreement shall yield, net, to Lessor, the Rent payable to Lessor during the entire Term of this Agreement, and whether or not Tenant shall have notice or knowledge that all costs, expenses, deductions and charges of any kind and nature relating to the Leased Premises or to the ownership, lease, use or occupation thereof which may arise or become due and payable during or after the Term of the foregoing; providedthis Agreement, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable paid by Tenant Xxxxxx, and that Lessor shall be indemnified and held harmless by Lessee from and against claims for any reason whatsoeversame, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, and under no circumstances or conditions condition shall Landlord Lessor be expected or required to make any payment of any kind hereunder or be under any other obligation or liability hereunder, except to the extent expressly provided in this Agreement. (b) Without limiting the generality of the foregoing, Lessee covenants to pay, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, as Additional Rent, all taxes, assessments (including, but not limited to, that portion of all assessments for public improvements or benefits payable during the Term, whether or not such improvements are commenced or completed within the Term of this Agreement), payments in lieu of taxes, water, sewer and other rents, rates or charges, charges for public utilities, excises, levies, license and permit and inspection fees and other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, which at any time prior or during the Term of this Agreement may have been or may be assessed, levied, confirmed, imposed upon, or grow or become due or payable out of or in respect of, or become a lien on, the Leased Premises or any obligations part thereof or any appurtenance thereto, or any use, possession, or occupation of the Leased Premises, but only to the extent the same are payable with respect to the useTerm (all of the foregoing, possessiontogether with any and all penalties and/or interest thereon, controlbeing hereinafter sometimes collectively referred to as "Taxes", maintenanceand any of the same being hereinafter sometimes referred to as a "Tax"). Any Tax imposed against the Leased Premises, alterationrelating to a fiscal period of the imposing authority, rebuildinga part of which period occurs after the Expiration Date (whether or not such Tax shall be assessed, replacinglevied, repairconfirmed, restorationimposed upon or in respect of or become a lien upon the Leased Premises, or operation shall become payable, during the Term) shall be apportioned between Lessor and Lessee as of all the Expiration Date. (c) Lessee shall have the right to contest the amount or validity, in whole or in part, of any real estate Tax by appropriate proceedings diligently conducted in good faith, provided: (i) neither Lessor nor Lessee would by reason thereof be subject to any criminal liability (or any part of civil liability other than late charges, interest, fees and penalties attributable thereto which shall be Lessee's responsibility); (ii) neither the Leased Property, so long as the Leased Property or Premises nor any part thereof is or interest therein would, by reason of the postponement or deferment of payment of such Tax, be, in the reasonable judgment of Lessor, in danger of being forfeited or lost or subject to this Leaseany lien, encumbrance or charge or penalty unless Lessor is indemnified therefor by Lessee (or, if such contest is brought during the term of any construction loan, and Tenant expressly waives Lessor reasonably determines an indemnity is insufficient security for such contest, Lessee provides a bond in an amount and form satisfactory to Lessor in its commercially reasonable discretion); and (iii) Lessee shall regularly keep Lessor advised as to the right status of such proceedings. Upon the termination of such proceedings, it shall be the obligation of Lessee to perform pay the amount of such Tax or part thereof as finally determined in such proceedings to be due, the payment of which may have been deferred during the prosecution of such proceedings, together with any such action at the expense of Landlord pursuant to any lawcosts, fees (including reasonable attorneys' fees and disbursements), interest, penalties and other liabilities in connection therewith.

Net Lease. Landlord and Tenant acknowledge and agree that (i) this Master Lease is, and is intended to be, what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent shall be paid absolutely net to Landlord Landlord, so that this Master Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Base Rent and Tenant’s Proportionate Share of Additional Charges throughout the TermTerm with respect to the entire Demised Premises, all as more fully set forth in Article V and subject to any other provisions of this Master Lease which that expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, adjustment or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; charges (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconductif any). Except as specifically otherwise expressly set forth in this Master Lease, this Lease Tenant assumes the responsibility for the condition, use, operation and maintenance of the Demised Premises, and Landlord shall be non-cancellable have no responsibility or liability therefor. If Landlord commences any proceedings for nonpayment of Rent, Tenant will not interpose any counterclaim or cross complaint or similar pleading of any nature or description in such proceedings (nor move or agree to consolidate in such proceedings any claim by Tenant in any other proceedings). The covenants to pay Base Rent and Additional Charges amounts hereunder are independent covenants, and Tenant shall have no right to hold back, offset, deduct, credit against or fail to pay in full any such amounts for claimed or actual default or breach by Landlord of whatsoever nature or for any other reason whatsoever. For the avoidance of doubt, andTenant shall not have, except as and hereby expressly provided in this Leaseand absolutely waives, Tenantrelinquishes, and covenants not to the extent now assert, accept or hereafter permitted by Applicable Lawstake advantage of, waives all rights now any right to deposit or hereafter conferred by statute pay with or otherwise to quitinto any court or other third-party escrow, terminate, depository account or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations tenant account with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restorationany disputed Rent, or operation any Rent pending resolution of all any other dispute or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawcontroversy with Landlord.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Without limiting any of the provisions of this Lease, the Base Rent and any Additional Charges payable to Landlord hereunder shall be absolutely net to Landlord so that this Lease and shall yield to Landlord the full amount be paid without assertion of the installments any counterclaim, setoff, deduction or amounts of Rent throughout the Termdefense and without any abatement, subject to any other provisions of this Lease which expressly provide otherwise (includingsuspension, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, deferment or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, andreduction, except to the extent only as otherwise expressly specified provided in Sections 15 and 17 of this Lease, it is agreed and intended that Rent shall not be reduced, offset or diminished, directly or indirectly, by any cost, charge or expense payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout in connection with the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to Premises and/or the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property Building or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions conditions, whether now existing or hereafter arising, and whether within or beyond the present contemplation of the parties, shall Landlord be expected or required to make any payment of any kind hereunder or have incur any obligations obligation whatsoever with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restorationPremises, or operation of all otherwise have any obligation or any part of liability with respect to the Leased Property, so long as Premises; provided that the Leased Property or any part thereof is subject foregoing shall not be construed to this Lease, and require Tenant expressly waives the right (i) to perform any such action at the expense obligations of Landlord pursuant under any contract or agreement entered into by Landlord with any third party to which Tenant or any lawTenant Affiliate (other than Landlord) is not a party, or (ii) to assume any liability for any obligations of Landlord arising under any mortgage or deed of trust granted by Landlord encumbering the Premises, including payment of debt service on any obligation secured thereby, provided that the foregoing shall not be construed to relieve Tenant from complying with and performing any express obligations of Tenant under this Lease that may also constitute covenants or obligations of Landlord under any such contract or agreement entered into by Landlord with any third party or under any mortgage or deed of trust.

Net Lease. Landlord and Tenant acknowledge and agree that (i) this Lease is and is intended to be what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent (including, for the avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges shall be paid absolutely net to Landlord Landlord, without abatement, deferment, reduction, defense, counterclaim, claim, demand, notice, deduction or offset of any kind whatsoever, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Rent (including, for the avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to all as more fully set forth in Article 9, V and (iii) those provisions for adjustment, refunding, or abatement of such Rent except and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except solely to the extent otherwise expressly specified provided in this LeaseArticle XIV (in connection with a Casualty Event), it is agreed in Article XV (in connection with a Condemnation), and intended that in Section 3.1 (in connection with the “true-up”, if any, applicable to the onset of a Variable Rent payable Payment Period). If Landlord commences any proceedings for non-payment of Rent, Tenant will not interpose any defense, offset, claim, counterclaim or cross complaint or similar pleading of any nature or description in such proceedings unless Tenant would lose or waive such claim by the failure to assert it. This shall not, however, be construed as a waiver of Tenant’s right to assert such claims in a separate action brought by Tenant. The covenants to pay Rent and Additional Charges hereunder by are independent covenants, and Tenant shall be paid without noticehave no right to hold back, demanddeduct, counterclaimdefer, setoffreduce, deduction, offset or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation fail to pay all any such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, andamounts for default by Landlord or for any other reason whatsoever, except solely as and to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in Section 3.1 and this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawSection 3.5.

Net Lease. This Lease shall be interpreted and construed as an absolute net lease, and it is the express intent and agreement of Landlord and Tenant that (a) the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements and the Rent and all other charges payable by Tenant hereunder shall be payable in all events without abatement, deduction, diminution, deferment, suspension, reduction or setoff whatsoever, unless this Lease shall be terminated pursuant to Articles 10 or 11 hereof; (b) all costs or expenses of whatever character or kind, general or special, ordinary or extraordinary, foreseen or unforeseen, and of every kind and nature whatsoever that may be necessary, appropriate or required in and about the Premises or any part thereof, or in connection with Tenant’s possession or authorized use thereof during the Term of this Lease, shall be paid by Tenant; (c) the Rent shall be absolutely net to Landlord; (d) all Taxes, insurance premiums, utility expenses, repair and maintenance expense, and all other costs, fees, interest, charges, expenses, reimbursement and obligations of every kind and nature whatsoever relating to the Premises, or any portion thereof, which may arise or become due during the Term of this Lease, or any extension or renewal thereof, shall be paid or discharged by Tenant as Additional Rent; and (e) Tenant shall indemnify, defend and save Landlord so that harmless from and against such costs, fees, charges, expenses, reimbursements and obligations, any interest thereon. Except as otherwise expressly provided in Articles 10 and 11 hereof, this Lease and the rights of Landlord and the obligations of Tenant hereunder shall yield to Landlord the full amount of the installments not be affected by any event or amounts of Rent throughout the Termfor any reason, subject to any other provisions of this Lease which expressly provide otherwise (including, including without limitation, : (i) Landlord’s obligations any damage to pay Real Estate Taxes pursuant to Section 3.4or theft, loss or destruction of any of the Premises by fire, flood, earthquake or other casualty, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9any condemnation, and (iii) those provisions for adjustmentany default on the part of Landlord hereunder, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (aiv) any latent or other defect in the condition, merchantability, design, quality, or fitness for use any of the Leased Property or any part thereofPremises, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bv) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect violation of any obligation or liability provision of or this Lease by any Person; Landlord, (fvi) any the bankruptcy, insolvency, reorganization, composition, adjustment, dissolutionreadjustment, liquidation, dissolution or winding-up of, or other like proceedings relating to Tenant proceeding, affecting either of the Parties, (vii) the exercise of any remedy, including without limitation foreclosure, under any Leasehold Mortgage, collateral assignment or any other Personencumbrance, or (viii) any action taken with respect to this Lease (including the disaffirmance hereof) which may be taken by any trustee trustee, receiver or receiver liquidator of Tenant either of the Parties or any other Personcourt under the Federal bankruptcy laws or otherwise, or by any court, in any such proceeding; (gix) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply interference with any Tenant’s use of the terms of this LeasePremises, (x) market or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; economic changes or (mxi) any other occurrence whatsoevercause, whether similar or dissimilar to the foregoing, whether foreseeable any present or unforeseeable, and whether or not Tenant future law to the contrary notwithstanding. Landlord shall have notice no responsibility, obligation or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, liability under this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations whatsoever with respect to disruption or unavailability of gas, heat, water, light, power, telephone, telecommunications, cabling, sewage, and any other utilities or services for or to the use, possession, control, Premises; maintenance, alteration, rebuilding, replacing, repair, restoration, repair or operation Restoration of all the Premises; or any part of other cost, expense, duty, obligation, service or function whatsoever related to the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawPremises.

Net Lease. 3.6.1 This Lease is an absolutely net lease and, any present or future law to the contrary notwithstanding, shall not terminate except as otherwise expressly provided in this Lease nor shall Tenant be entitled to any abatement, reduction, diminution, set-off, counterclaim, defense or deduction with respect to any Rent. All costs, expenses and obligations of every kind and nature whatsoever relating to the Suite, including the Pass Through Expenses and the appurtenances thereto and the use and occupancy of the Suite which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not the same shall become payable during the Term or thereafter) shall be paid by Tenant except as otherwise expressly provided herein. It is the purpose and intention of the parties to this Lease that the Base Rent and Additional Rent due hereunder shall be absolutely net to Landlord so and that this Lease shall yield yield, net to Landlord Landlord, the full amount Base Rent and Additional Rent provided in this Lease. The parties intend that the obligations of the installments Tenant hereunder shall be separate and independent covenants and agreements and shall continue unaffected unless such obligations shall have been modified or amounts of Rent throughout the Term, subject terminated pursuant to any other provisions an express provision of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s other than by an Event of Default. 3.6.2 The obligations of Tenant to pay Real Estate Taxes all amounts payable pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9this Lease shall be absolute and unconditional under any and all circumstances of any character, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant amounts shall be paid without notice, demand, counterclaimdefense, setoffset-off, deduction, deduction or defense counterclaim and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, andof any kind whatsoever, except to the extent as herein expressly otherwise expressly specified in this Lease, the respective obligations and liabilities provided. The obligation of Tenant to lease and Landlord hereunder shall in no way be releasedpay Base Rent and Additional Rent, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or and any other Personamounts due hereunder is without any warranty or representation, express or implied, as to any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure matter whatsoever on the part of Landlord or any other Person to perform Facility Mortgagee or comply with any Affiliate of the terms of this Leaseeither, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge anyone acting on behalf of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawthem.

Net Lease. Landlord and Tenant acknowledge and agree that (a) this Lease is, and is intended to be, what is commonly referred to as a “net, net, net” or “triple net” lease, and (b) the Rent shall be paid absolutely net to Landlord Landlord, without notice or demand (except as otherwise expressly set forth herein), and without set-off, counterclaim, recoupment, abatement, suspension, deferment, diminution, deduction, reduction or defense (collectively, “Set-Off Rights”), except to the extent otherwise expressly permitted hereunder, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Base Rent and Tenant’s Proportionate Share of all Additional Rent throughout the Term, all as more fully set forth in Article V and subject to any other provisions of this Lease which that expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, the adjustment or abatement of such Rent and Rent. Except as otherwise expressly set forth in this Lease, Tenant assumes full responsibility for the funding condition, use, operation and maintenance of Landlord’s the Demised Premises, and Landlord shall have no responsibility or liability therefor. If Landlord commences any proceedings for nonpayment of Rent, Tenant shall not interpose any counterclaim or cross claim or similar pleading of any nature or description in such proceedings (nor move or agree to consolidate in such proceedings any claim by Tenant in any other proceedings) unless the failure to interpose such counterclaim, cross claim or similar pleading would result in a waiver thereof. The obligations pursuant of Tenant hereunder are separate and independent covenants, and Tenant shall have no Set-Off Rights with respect to Section 14.3). This Lease is a net lease, and, such obligations for any claimed or actual default or breach by Landlord or for any other reason whatsoever except to the extent otherwise expressly specified in this Leaseprovided for hereunder. For the avoidance of doubt, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without noticenot have, demandand hereby expressly and absolutely waives, counterclaimrelinquishes, setoffand covenants not to assert, deductionaccept or take advantage of, any right to deposit or pay with or into any court or other third-party escrow, depository account or tenant account any disputed Rent, or defense and without abatement, suspension, deferment, diminution, any Rent pending resolution of any other dispute or reduction and that controversy with Landlord. Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, Rent under this Lease shall not be non-cancellable affected by any collection of rents by any Governmental Authority pursuant to a tax lien or otherwise. All Rent payable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender under this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of constitute “rent” for all or any part purposes (including Section 502(b)(6) of the Leased PropertyUnited States Bankruptcy Reform Act of 1998, so long as amended (the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law“Bankruptcy Code”)).

Net Lease. Rent It is the intention of the parties hereto that the obligations of Tenant hereunder shall be absolutely net to Landlord so separate and independent covenants and agreements, and that this Lease shall yield to Landlord the full amount of the installments or amounts any Base Rent, Rent Adjustments, and other items of Rent throughout and all other sums payable by Tenant hereunder shall continue to be payable in all events, and that the Termobligations of Tenant hereunder shall continue unaffected, subject unless the requirement to any other provisions pay or perform the same shall have been terminated pursuant to an express provision of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement by operation of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3)law. This Lease is a net leaselease and Base Rent, andRent Adjustments, except to the extent otherwise expressly specified in this LeaseImpositions, it is agreed and intended that all other items of Rent and all other sums payable hereunder by Tenant shall be paid without noticenotice or demand, demandand without setoff, counterclaim, setoffrecoupment, deduction, or defense and without abatement, suspension, deferment, diminution, deduction, reduction or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, anddefense, except as otherwise specifically set forth herein. Tenant shall enforce any rights against Landlord in an independent action. This Lease shall not terminate, and Tenant shall not have any right to the extent otherwise expressly specified in terminate this Lease, during the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or Term (except as otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any expressly provided herein). Except as provided under bankruptcy, insolvency, reorganization, composition, adjustmentreadjustment, liquidation, dissolution, liquidation, winding-up or other like proceedings relating to proceeding affecting Landlord, Tenant or any other Personagrees that, or except as otherwise expressly provided herein, it shall not take any action taken to terminate, rescind or avoid this Lease notwithstanding (i) the exercise of any remedy, including foreclosure, under any mortgage (subject to Tenant’s non-disturbance rights), (ii) any action with respect to this Lease which may be taken by any trustee Landlord under the Federal Bankruptcy Code or receiver otherwise, (iii) the taking of Tenant the Premises or any other Personportion thereof (except as specifically provided in Article 15 hereof), (iv) the prohibition or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor restriction of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any Tenant’s use of the terms of this Lease, or of Premises under any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law laws or otherwise against or by Tenant or any provision hereof; (j) unless attributable to the impossibility intentional misconduct of performance by Tenant or Landlord, or both; (kv) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment destruction of the Leased Property Premises or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, portion thereof. Landlord and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, agree that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease is a true lease and does not represent a financing agreement. Each party shall be non-cancellable by Tenant for any reason whatsoeverreflect the transaction represented hereby in all applicable books, and, except as expressly provided records and reports (including income tax filings) in this Lease, Tenant, a manner consistent with “true lease” treatment rather than “financing” treatment to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, law and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawapplicable accounting principles.

Net Lease. Landlord and Tenant acknowledge and agree that (i) this Lease is and is intended to be what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent (including, for the avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges shall be paid absolutely net to Landlord Landlord, without abatement, deferment, reduction, defense, counterclaim, claim, demand, notice, deduction or offset of any kind whatsoever, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Rent (including, for the avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to all as more fully set forth in Article 9, V and (iii) those provisions for adjustment, refunding, or abatement of such Rent except and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except solely to the extent otherwise expressly specified provided in this LeaseArticle XIV (in connection with a Casualty Event), it is agreed in Article XV (in connection with a Condemnation), in Section 3.1 (in connection with the “true-up”, if any, applicable to the onset of a Variable Rent Payment Period) and intended that in Section 41.16. If Landlord commences any proceedings for non-payment of Rent, Tenant will not interpose any defense, offset, claim, counterclaim or cross complaint or similar pleading of any nature or description in such proceedings unless Tenant would lose or waive such claim by the failure to assert it. This shall not, however, be construed as a waiver of Tenant’s right to assert such claims in a separate action brought by Tenant. The covenants to pay Rent payable and Additional Charges hereunder by are independent covenants, and Tenant shall be paid without noticehave no right to hold back, demanddeduct, counterclaimdefer, setoffreduce, deduction, offset or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation fail to pay all any such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, andamounts for default by Landlord or for any other reason whatsoever, except solely as and to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in Section 3.1 and this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawSection 3.5.

Net Lease. Rent This Lease shall constitute a net lease. It is the further --------- express intent of the Lessor and the Lessee that the obligations of the Lessor and the Lessee hereunder shall be absolutely net separate and independent covenants and agreements and that the Basic Rent and Supplemental Rent, and all other charges and sums payable by the Lessee hereunder, shall commence at the times provided herein and shall continue to Landlord so that be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout defense (other than the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense of payment) with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection therewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable LawsRequirements of Law and Insurance Requirements, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or Release from, theft, scrapping, scrapping or destruction of, or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (div) any defect in title to or rights to the Leased Property or any lien Lien on such title or rights to or on the Leased PropertyProperty (other than Lessor Liens); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by the Lessor, the Agent or any PersonParticipant; (fvi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation the Lessor, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property, the Agent or any Participant; (hviii) any failure on the part of Landlord or any other Person the Lessor to perform or comply with any of the terms of this Lease, any other Operative Document or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise Lease, against or by Tenant the Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (jx) the impossibility or illegality of performance by Tenant or Landlordthe Lessee, the Lessor or both; (kxi) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (lxii) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, construction on or quiet enjoyment any use of the Leased Property or otherwiseany part thereof; or (mxiii) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided, however, . The parties intend that the foregoing obligations of the Lessee hereunder shall not apply be covenants and agreements that are separate and independent from any obligations of the Lessor hereunder or be construed to restrict Tenant’s rights under any other Operative Document and the obligations of the Lessee shall continue unaffected unless such obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. A. This Lease is intended to be a “true lease” and an “operating lease” and not a financing lease, capital lease, mortgage, equitable mortgage, deed of trust, trust agreement, security agreement or other financing or trust arrangement, and the economic realities of this Lease are those of a true lease. The business relationship created by this Lease and any related documents is solely that of a long term commercial lease between Landlord and Tenant, this Lease has been entered into by both parties in reliance upon the economic and legal bargains contained herein, and none of the agreements contained herein is intended, or shall be deemed or construed, to create a partnership (de facto or de jure) between Landlord and Tenant, to make them joint venturers, to make Tenant an agent, legal representative, partner, subsidiary or employee of Landlord, or to make Landlord in any way responsible for the debts, obligations or losses of Tenant. B. Landlord and Tenant acknowledge and agree that (i) this Lease is, and is intended to be, what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent shall be paid absolutely net to Landlord Landlord, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Base Rent, Real Estate Taxes and all other Rent throughout the TermTerm with respect to the entire Premises, subject all as more fully set forth in Section 5. All of the costs, expenses, responsibilities and obligations of every kind and nature whatsoever foreseen and unforeseen relating to the condition, use, operation, management, maintenance, repair, restoration and replacement of the Premises and all improvements and appurtenances related thereto or any other provisions of this Lease which expressly provide otherwise (includingpart thereof shall be performed and paid by Tenant, without limitation, (i) Landlord’s obligations and Landlord shall have no responsibility or liability therefor. The covenants to pay Base Rent, Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9and all other Rent hereunder are independent covenants, and (iii) those provisions Tenant shall have no right to hold back, offset, deduct, credit against or fail to pay in full any such amounts for adjustmentclaimed or actual default or breach by Landlord of whatsoever nature, refundingfor force majeure or for any other reason whatsoever. For the avoidance of doubt, Tenant shall not have, and hereby expressly and absolutely waives, relinquishes, and covenants not to assert, accept or take advantage of, any right to deposit or pay with or into any court or other third-party escrow, depository account or tenant account with respect to any disputed Rent, or abatement any Rent pending resolution of such Rent and for the funding of any other dispute or controversy with Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise Tenant hereby expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term waives any and all applicable Renewal Terms, is absolute and unconditional, and, except defenses it may have at law or in equity to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities payment of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable LawsRent, including, without limitation, based on any inability to occupy or use the Leased Property by reason theories of such noncompliance; (b) any damage tofrustration of purpose, removal, abandonment, salvage, loss, condemnation, theft, scrappingimpossibility, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so (a) It is expressly understood and agreed by and between the parties that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a an absolute net lease, and, except to and the extent otherwise expressly specified in this Lease, it is agreed Basic Rent and intended that Rent all other sums payable hereunder by Tenant to or on behalf of Lessor shall be paid without notice, demandnotice or demand and without setoff, counterclaim, setoff, deduction, or defense and without abatement, suspension, defermentdeduction or defense. (b) Except as otherwise expressly provided in the Lease, diminutionthis Lease shall not terminate, nor shall Lessee have any right to terminate this Lease or be entitled to the abatement of any rent or any reduction thereof, nor shall the obligations hereunder of Lessee be otherwise affected, by reason of any damage to or destruction of all or any part of the Premises from whatever cause, the taking of the Premises or any portion thereof by condemnation or otherwise, the prohibition, limitation or restriction of Lessee's use of the Premises, or reduction interference with such use by any private person or corporation, or by reason of any eviction by paramount title or otherwise, or for any other cause whether similar or dissimilar to the foregoing, any present or future law to the contrary notwithstanding, it being the intention of the parties hereto that the rent and all other charges payable hereunder to or on behalf of Lessor shall continue to be payable in all events and the obligations of Lessee hereunder shall continue unaffected, unless the requirement to pay or perform the same shall be terminated pursuant to an express provision of this Lease. Nothing contained in this Section shall be deemed a waiver by Lessee of any rights that it may have to bring a separate action with respect to any default by Lessor hereunder or under any other agreement. (c) Lessee covenants and agrees that it will remain obligated under this Lease in accordance with its terms and that Tenant’s obligation Lessee will not take any action to pay all such amountsterminate, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in rescind or avoid this Lease, notwithstanding the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustmentreadjustment, liquidation, dissolution, liquidation, winding-up or other like proceedings relating to Tenant or proceeding affecting Lessor in any other Person, or such proceeding and notwithstanding any action taken with respect to this Lease which may be taken by any trustee or receiver of Tenant or Lessor in any other Person, such proceeding or by any court, court in any such proceeding; . (gd) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, Lessee waives all rights now or hereafter conferred by statute or otherwise law (i) to quit, terminate, terminate or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property Premises or any part thereof is subject or (ii) to any abatement, suspension, deferment or reduction of the rent, or any other sums payable hereunder to or on behalf of Lessor, regardless of whether such rights shall arise from any present or future constitution, statute or rule of law. Nothing in the foregoing shall be construed to negate any termination right that Lessee may have under the express terms of this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. A. Landlord and Tenant acknowledge and agree that (i) this Lease is, and is intended to be, what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent shall be paid absolutely net to Landlord Landlord, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Base Rent, Real Estate Taxes and all other Rent throughout the TermTerm with respect to the entire Premises, subject all as more fully set forth in Section 5. All of the costs, expenses, responsibilities and obligations of every kind and nature whatsoever foreseen and unforeseen relating to the condition, use, operation, management, maintenance, repair, restoration and replacement of the Premises and all improvements and appurtenances related thereto or any other provisions of this Lease which expressly provide otherwise (includingpart thereof shall be performed and paid by Tenant, without limitation, (i) Landlord’s obligations and Landlord shall have no responsibility or liability therefor. The covenants to pay Base Rent, Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9and all other Rent hereunder are independent covenants, and (iii) those provisions Tenant shall have no right to hold back, offset, deduct, credit against or fail to pay in full any such amounts for adjustmentclaimed or actual default or breach by Landlord of whatsoever nature, refundingfor force majeure or for any other reason whatsoever. For the avoidance of doubt, Tenant shall not have, and hereby expressly and absolutely waives, relinquishes, and covenants not to assert, accept or take advantage of, any right to deposit or pay with or into any court or other third-party escrow, depository account or tenant account with respect to any disputed Rent, or abatement any Rent pending resolution of such Rent and for the funding of any other dispute or controversy with Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise Tenant hereby expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term waives any and all applicable Renewal Terms, is absolute and unconditional, and, except defenses it may have at law or in equity to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities payment of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable LawsRent, including, without limitation, based on any inability to occupy or use the Leased Property by reason theories of such noncompliance; (b) any damage tofrustration of purpose, removal, abandonment, salvage, loss, condemnation, theft, scrappingimpossibility, or destruction ofotherwise. B. Landlord is the owner of the Premises. Landlord and Tenant agree that for the purposes of any assumption, rejection or assignment of this Lease under 11 U.S.C. Section 365 or any requisition amendment or taking of, the Leased Property or any part successor section thereof, this is one indivisible and non-severable lease dealing with and covering one legal and economic unit which must be assumed, rejected or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken assigned as a whole with respect to this Lease all (and only all) the Premises then leased by any trustee or receiver of Tenant or any other Personhereunder, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person subject to perform or comply with any of the terms of this Lease. In furtherance of the foregoing, Landlord and Tenant intend that: 1. This Lease is intended to be a “true lease” and an “operating lease” and not a financing lease, capital lease, mortgage, equitable mortgage, deed of trust, trust agreement, security agreement or of any other agreement; (i) any invalidityfinancing or trust arrangement, unenforceability, rejection, or disaffirmance and the economic realities of this Lease are those of a true lease. The business relationship created by operation this Lease and any related documents is solely that of law a long term commercial lease between Landlord and Tenant, this Lease has been entered into by both parties in reliance upon the economic and legal bargains contained herein, and none of the agreements contained herein is intended, or otherwise against shall be deemed or by construed, to create a partnership (de facto or de jure) between Landlord and Tenant, to make them joint venturers, to make Tenant an agent, legal representative, partner, subsidiary or any provision hereof; (j) the impossibility employee of performance by Tenant or Landlord, or both; (k) to make Landlord in any action by any courtway responsible for the debts, administrative agency, obligations or other Government Agencies; (l) any interference, interruption, or cessation in losses of Tenant. 2. Landlord and Tenant acknowledge and agree that the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar Term with respect to the foregoingPremises, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of including any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth term extensions provided for in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to is less than the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part remaining economic life of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawPremises.

Net Lease. Rent shall be This is an absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent as otherwise expressly specified specifically provided in Section 11 or 12 of this Lease, it is agreed and intended that Rent payable hereunder by this Lease shall not terminate nor shall Tenant have any, right to terminate this Lease; nor shall Tenant be paid without notice, demand, counterclaim, setoffentitled to any abatement, deduction, or defense and without abatement, suspension, deferment, diminutionsuspension or reduction of, or reduction and that Tenant’s obligation to pay all such amountssetoff, throughout the Term and all applicable Renewal Termsdefense or counterclaim against, is absolute and unconditionalany rentals, andcharges, except to the extent otherwise expressly specified in or other sums payable by Tenant under this Lease, ; nor shall the respective obligations of Landlord and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for by reason of damage to or destruction of the Leased Premises from whatever cause, any reasontaking by condemnation, includingeminent domain or by agreement between Landlord and those authorized to exercise such rights, without limitation: (a) any defect in the condition, merchantability, design, quality, lawful or fitness for unlawful prohibition of Tenant's use of the Leased Property Premises, the interference with such use by any persons, corporations or any part thereofother entities, or the failure by reason of any eviction by paramount title, or by reason of Tenant's acquisition of ownership of the Leased Property Premises otherwise than pursuant to comply with all Applicable Lawsan express provision of this Lease, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrappingdefault or breach of any warranty by Landlord under this Lease or any other agreement between Landlord and Tenant, or destruction ofto which Landlord and Tenant are parties, or for any requisition other cause whether similar or taking of, dissimilar to the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference withforegoing, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights Laws to the Leased Property contrary notwithstanding; it being the intention that the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements and that the Minimum Rental, additional rent and all other charges and sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated or any lien on such title or rights abated pursuant to the Leased Propertyexpress provisions of this Lease; (e) and Tenant covenants and agrees that it will remain obligated under this Lease in accordance with its terms, and that it will not take any changeaction to terminate, waivercancel, extensionrescind or void this Lease, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any notwithstanding the bankruptcy, insolvency, reorganization, composition, adjustmentreadjustment, liquidation, dissolution, liquidationwinding up or other proceedings affecting Landlord or any assignee of, or other like proceedings relating successor to Tenant or any other PersonLandlord, or and notwithstanding any action taken with respect to this Lease that may be taken by any a trustee or receiver of Tenant Landlord or any other Personassignee of, or successor to, Landlord or by any court, court in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a "net lease." Accordingly, andLessee shall pay to City all Rent (including the Base Rent, except to the extent otherwise expressly specified in this LeasePercentage Rent, it is agreed Additional Charges and intended that Rent payable hereunder by Tenant shall be paid any other payments hereunder) free of any charges, assessments or deductions of any kind, without notice, demand, counterclaim, setoff, deduction, or defense prior demand and without abatement, suspension, deferment, diminution, counterclaim or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in setoff. Under no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoevercircumstances, whether similar now existing or dissimilar to the foregoing, whether foreseeable or unforeseeablehereafter arising, and whether or not Tenant shall have notice or knowledge of any beyond the present contemplation of the foregoing; providedParties, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord City be expected or required to make any payment of any kind hereunder or have any obligations whatsoever with respect to Lessee's use or occupancy of the usePremises and any permitted Improvements or this Lease, possessionexcept as may otherwise be expressly set forth herein. Without limiting the foregoing, controlLessee shall be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which City would otherwise be or become liable by reason of its estate or interests in the Premises and any Improvements, any rights or interests of City in or under this Lease, or the ownership, leasing, operation, management, maintenance, alterationrepair, rebuilding, replacingremodeling, repairrenovation, restorationuse or occupancy of the Premises, any permitted Improvements, or operation of all or any part of the Leased Property, so long portion thereof. Except as the Leased Property or any part thereof is subject to may be specifically and expressly provided otherwise in this Lease, no occurrence or situation arising during the Term, nor any present or future Law, whether foreseen or unforeseen, and Tenant expressly waives however extraordinary, shall relieve Lessee from its liability to pay all of the sums required by any of the provisions of this Lease, or shall otherwise relieve Lessee from any of its obligations under this Lease, or shall give Lessee any right to perform terminate this Lease in whole or in part. Lessee waives any rights now or hereafter conferred upon it by any existing or future Law to terminate this Lease or to receive any abatement, diminution, reduction or suspension of payment of such sums, on account of any such action at the expense of Landlord pursuant to any lawoccurrence or situation.

Net Lease. Rent This Lease will constitute a net lease, and the obligations of Tenant hereunder are absolute and unconditional. As between Landlord and Tenant, Tenant shall pay (or cause to be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise paid) all expenses (including, without limitation, Taxes) arising out of the development, use, operation, maintenance, and/or occupancy of any Project and the Property, except as otherwise expressly set forth elsewhere in this Lease. Accordingly, as between Landlord and Tenant, all costs, expenses (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4including, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9without limitation, Taxes), and obligations of every kind or nature whatsoever, relating to the Property and Project, which may arise or become due during the Term, shall be paid (iiior caused to be paid) those provisions for adjustmentby Tenant, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent permitted by applicable law, Landlord shall be indemnified and held harmless by Tenant from and against Tenant’s failure to pay (or cause to be paid) the same. Tenant shall be responsible for (or cause the Subtenants to be responsible for) all costs and expenses (including, without limitation, Taxes) of the development, use, ownership, maintenance, repair, operation, and occupancy of the Property and Project incurred or relating to the period of time during the Term. Any present or future law to the contrary notwithstanding, except as otherwise expressly specified specifically provided in this Lease, it is agreed and intended that Rent payable hereunder by this Lease shall not terminate nor shall Tenant shall be paid without noticeentitled to any abatement, demanddeferment, suspension, reduction, set-off, counterclaim, setoff, deductiondefense, or defense and without abatementdeduction with respect to any Rent, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout nor shall the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: by reason of (a) any defect in the condition, merchantability, design, quality, damage to or fitness for use destruction of the Leased Property Property, any Project or any part thereof, or the failure by any taking of the Leased Property to comply with all Applicable Laws, including, without limitationProperty, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property Project or any part thereof includingby condemnation, without (b) the prohibition, limitation, eviction; or restriction of or interference with Tenant’s use of all or any portion of the Property or any Project, except to the extent negligently caused by Landlord other than in connection with Landlord’s compliance with its governmental responsibilities, (c) the failure on the part of Landlord to perform or comply with any term, provision, or covenant of this Lease or any other agreement to which Landlord and Tenant may be parties, but without limiting Landlord’s obligations therefor except as otherwise expressly provided herein, (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; occurrence of a Bankruptcy Event, (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any PersonLandlord, includingbut without limiting Tenant’s right to pursue such claims or Landlord’s obligations therefor, without limitation, Landlord or (other than a monetary defaultf) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, Tenant waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth the Leasehold Estate in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Leasethereof, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant or to any lawabatement, suspension, deferment, diminution, reduction, or set-off of Rent.

Net Lease. Rent shall be absolutely net to Landlord so It is understood and agreed that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, andand that, except to the extent otherwise expressly specified in this Leaseas between Lessor and Lessee, it is agreed and intended that Rent payable hereunder by Tenant Lessee shall be paid without notice, demand, counterclaim, setoff, deductionresponsible for all costs and expenses of every nature whatsoever arising out of or in connection with or related to this Lease or the Equipment, or defense and without abatementits possession, suspension, deferment, diminutionownership, or reduction use (including, but not limited to, taxes, insurance, maintenance, transportation in and that Tenant’s out, rigging, drayage, packing, installation and disconnect charges). Lessee's obligations to Lessor or its Assignee, as hereinafter defined, hereunder (including its obligation to pay all such amountsRent when and as due without notice or demand, throughout the Term and all applicable Renewal Terms, is or any other sum due hereunder upon demand) are absolute and unconditional, andand (i) may not be terminated, rescinded or revoked for any reason whatsoever, except pursuant to the extent otherwise expressly specified in this Leaseexpress provisions hereof, the respective obligations and liabilities of Tenant and Landlord hereunder (ii) shall in no way not be releasedsubject to any abatement, dischargedreduction, recoupment, defense, offset or otherwise affected counterclaim available to Lessee for any reasonreason whatsoever including operation of law, including, without limitation: (a) any defect in the conditionEquipment, merchantability, design, quality, or fitness for use failure of the Leased Property Lessor or any part thereof, Assignee to perform any of its obligations hereunder or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or for any other Person, cause or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence reason whatsoever, whether similar or dissimilar to the foregoing. Except under any circumstance in which no Event of Default has occurred, and Lessor or its Assignee nevertheless interferes with Lessee's quiet enjoyment of the Equipment during the term of the Lease, Lessee hereby waives any and all defenses or claims Lessee may assert against Lessor or any Assignee, whether foreseeable now or unforeseeablein the future, and whether which would prevent Lessee from performing its obligations hereunder, including, without limitation, defect in the Equipment, interference with the Lessee's use, operation or not Tenant shall have notice possession of the Equipment, failure of the Lessor or knowledge of any Assignee to perform any of its obligations hereunder, the liability or indebtedness of Lessor or any Assignee to Lessee or any other person, or the bankruptcy, insolvency or default of the foregoing; providedLessor or any Assignee. In the event this Lease is terminated prior to its expiration by Lessee, howeverthen Lessee shall be responsible and agrees to pay any and all costs and expenses and/or liabilities of Lessor as a result thereof, including taxes and any pre-payment penalties, fees or charges reasonably assessed by any Assignee against Lessor or Lessee. Lessee hereby agrees that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of that Lessee fails to pay or perform any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in material obligation under this Lease, this Lease Lessor may, at its option, pay or perform said obligation and any payment made or expense incurred by Lessor in connection therewith shall become additional Rent which shall be non-cancellable due and payable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawLessee upon demand.

Net Lease. (a) This Lease is a net lease and, any present or future law to the contrary notwithstanding, shall not terminate except as otherwise expressly provided herein, nor shall Tenant be entitled to any abatement, reduction (except as otherwise expressly provided herein), diminution (except as otherwise expressly provided herein), set-off, counterclaim, defense (except for the defense that the performance or payment has been made) or deduction with respect to any Basic Rent, Additional Rent or other sums payable hereunder, nor shall Tenant be excused from the performance of its obligations hereunder, by reason of: any damage to or destruction of any or all of the Projects or any portion thereof; any defect in the condition, design, operation or fitness for use of any or all of the Projects or any portion thereof; any taking of any or all of the Projects or any part thereof by condemnation or otherwise; any prohibition, limitation, interruption, cessation, restriction or prevention of Tenant's use, occupancy or enjoyment of any or all of the Projects, or any interference with such use, occupancy or enjoyment by any person; any eviction by paramount title or otherwise; any default by Landlord hereunder or under any other agreement; the impossibility or illegality of performance by Landlord, Tenant or both; any action of any governmental authority (including, without limitation, changes in Legal Requirements); construction on or renovation of any or all of the Projects; or any failure in any or all of the Projects to comply with applicable laws, Legal Requirements, or any other cause whether similar or dissimilar to the foregoing. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not the same shall become payable during the Term or thereafter) shall be paid by Tenant except as otherwise expressly provided herein. It is the purpose and intention of the parties to this Lease that the Basic Rent, Additional Rent and other sums payable to Landlord hereunder shall be absolutely net to Landlord so and that this Lease shall yield yield, net to Landlord, the Basic Rent, Additional Rent, and other sums payable to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified as provided in this Lease, it is agreed . The parties intend that the obligations of Tenant hereunder shall be separate and intended that Rent payable hereunder by independent covenants and agreements and shall continue unaffected unless such obligations shall have been modified or terminated pursuant to an express provision of this Lease. (b) Tenant shall be paid without noticeremain obligated under this Lease in accordance with its terms and shall not take any action to terminate, demand, counterclaim, setoff, deduction, rescind or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in avoid this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) notwithstanding any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, dissolution or other like proceedings relating to Tenant or any other Person, proceeding affecting Landlord or any action taken with respect to this Lease which may be taken by any trustee trustee, receiver or receiver of Tenant or any other Person, liquidator or by any court. (c) Except as otherwise expressly provided herein, in any such proceeding; (g) any right Tenant waives all rights to terminate or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of surrender this Lease, or to any abatement or deferment of any other agreement; (i) any invalidityBasic Rent, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, Additional Rent or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent sums payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (ia) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease Agreement is a net lease, and. Notwithstanding any present or future law to the contrary, except to the extent as otherwise expressly specified set forth in this LeaseAgreement, it is agreed and intended that Rent payable hereunder by Tenant Lessee shall not be paid without noticeentitled to terminate this Agreement, demandnor shall Lessee be entitled to any abatement, set-off, counterclaim, setoffdefense or deduction with respect to any Base Rent or Additional Rent, deduction, nor shall the obligations of Lessee hereunder be affected by reason of any damage to or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use destruction of the Leased Property or Premises, any part thereofprohibition, limitation, restriction, or the failure prevention of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the Lessee's use, possession, occupancy or quiet enjoyment of the Leased Property Premises, or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing. The Parties intend that the obligations of Lessee hereunder shall be separate and independent covenants and agreements. It is the intention of the Parties that the Rent payable hereunder shall be absolutely net to Lessor without any set-off or deduction whatsoever, whether foreseeable or unforeseeableso that this Agreement shall yield, net, to Lessor, the Rent payable to Lessor during the entire Term of this Agreement, and whether or not Tenant shall have notice or knowledge that all costs, expenses, deductions and charges of any kind and nature relating to the Leased Premises or to the ownership, lease, use or occupation thereof which may arise or become due and payable during or after the Term of the foregoing; providedthis Agreement, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable paid by Tenant Xxxxxx, and that Lessor shall be indemnified and held harmless by Lessee from and against claims for any reason whatsoeversame, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, and under no circumstances or conditions condition shall Landlord Lessor be expected or required to make any payment of any kind hereunder or be under any other obligation or liability hereunder, except to the extent expressly provided in this Agreement. (b) Without limiting the generality of the foregoing, Lessee covenants to pay, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, as Additional Rent, all taxes, including but not limited to real property taxes and assessments (including, but not limited to, that portion of all assessments for public improvements or benefits payable during the Term, whether or not such improvements are commenced or completed within the Term of this Agreement), payments in lieu of taxes, water, sewer and other rents, rates or charges, charges for public utilities, excises, levies, license and permit and inspection fees and other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, which at any time prior or during the Term of this Agreement may have been or may be assessed, levied, confirmed, imposed upon, or grow or become due or payable out of or in respect of, or become a lien on, the Leased Premises or any obligations part thereof or any appurtenance thereto, or any use, possession, or occupation of the Leased Premises, but only to the extent the same are payable with respect to the useTerm (all of the foregoing, possessiontogether with any and all penalties and/or interest thereon, controlbeing hereinafter sometimes collectively referred to as "Taxes", maintenanceand any of the same being hereinafter sometimes referred to as a "Tax"). Any Tax imposed against the Leased Premises, alterationrelating to a fiscal period of the imposing authority, rebuildinga part of which period occurs after the Expiration Date (whether or not such Tax shall be assessed, replacinglevied, repairconfirmed, restorationimposed upon or in respect of or become a lien upon the Leased Premises, or operation shall become payable, during the Term) shall be apportioned between Lessor and Lessee as of all the Expiration Date. (c) Lessee shall have the right to contest the amount or validity, in whole or in part, of any real estate Tax by appropriate proceedings diligently conducted in good faith, provided: (i) neither Lessor nor Lessee would by reason thereof be subject to any criminal liability (or any part of civil liability other than late charges, interest, fees and penalties attributable thereto which shall be Lessee's responsibility); (ii) neither the Leased Property, so long as the Leased Property or Premises nor any part thereof is or interest therein would, by reason of the postponement or deferment of payment of such Tax, be, in the reasonable judgment of Lessor, in danger of being forfeited or lost or subject to this Leaseany lien, encumbrance or charge or penalty unless Lessor is indemnified therefor by Lessee (or, if such contest is brought during the term of any construction loan, and Tenant expressly waives Lessor reasonably determines an indemnity is insufficient security for such contest, Lessee provides a bond in an amount and form satisfactory to Lessor in its commercially reasonable discretion); and (iii) Lessee shall regularly keep Lessor advised as to the right status of such proceedings. Upon the termination of such proceedings, it shall be the obligation of Lessee to perform pay the amount of such Tax or part thereof as finally determined in such proceedings to be due, the payment of which may have been deferred during the prosecution of such proceedings, together with any such action at the expense of Landlord pursuant to any lawcosts, fees (including reasonable attorneys' fees and disbursements), interest, penalties and other liabilities in connection therewith.

Net Lease. Rent Landlord and Tenant acknowledge and agree that both parties intend that this Agreement shall be absolutely net and constitute what is generally referred to Landlord so in the real estate industry as a "triple net" or "absolute net" lease, such that this Lease Tenant shall yield be obligated hereunder to Landlord pay all costs and expenses incurred with respect to, and associated with, the full amount of Leased Property and all personal property thereon and therein and the installments or amounts of Rent throughout the Termbusiness operated thereon and therein, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, all taxes and assessments, utility charges, insurance costs, maintenance costs and repair, replacement and restoration expenses (i) all as more particularly herein provided), together with any and all other assessments, charges, costs and expenses of any kind or nature whatsoever related to, or associated with, the Leased Property and the business operated thereon and therein, other than Landlord’s obligations 's financing costs and expenses and related debt service; provided, however, that Landlord shall nonetheless be obligated to pay Real Estate Taxes pursuant Landlord's personal income taxes (and similar taxes) with respect to Section 3.4the Rent and other amounts received by Landlord under this Agreement. Except as expressly hereinabove provided, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refundingLandlord shall bear no cost or expense of any type or nature with respect to, or abatement of such Rent and for associated with, the funding of Landlord’s obligations pursuant to Section 14.3)Leased Property. This Lease is a net lease, and, except Except to the extent otherwise expressly specified provided in this LeaseAgreement, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoffset-off, deduction, deduction or defense and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s 's obligation to pay all such amounts, Rent throughout the Term and all any applicable Renewal Terms, Extended Term is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, unconditional and the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions condition on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof includingthereof, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant or any other Person, Person or any action taken with respect to this Lease Agreement by any trustee or receiver of Tenant or any other Person, Person or by any court, in any such proceedingproceedings; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, manufacturer or contractor of or for the Leased PropertyProperty (other than a claim resulting from any willful misconduct or gross negligence of Landlord); (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this LeaseAgreement, or of any other agreement; (i) any invalidity, unenforceability, rejection, rejection or disaffirmance of this Lease Agreement by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, agency or other Government Agencies; (l) any interference, interruption, interruption or cessation in the use, possession, possession or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whatsoever whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this LeaseAgreement, this Lease Agreement shall be non-cancellable by Tenant for any reason whatsoever, whatsoever and, except as expressly provided in this Lease, Agreement Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Agreement or to any diminution, abatement, abatement or reduction of Rent payable hereunder. Except as specifically set forth in this LeaseAgreement, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, restoration or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this LeaseAgreement, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. (a) Landlord and Tenant acknowledge and agree that (i) this Lease is and is intended to be what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent shall be paid absolutely net to Landlord Landlord, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Rent and Additional Charges throughout the Term, all as more fully set forth in Article IV and subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, adjustment or abatement of Rent or other charges. If Landlord commences any proceedings for non-payment of Rent, Tenant will not interpose any counterclaim or cross complaint or similar pleading of any nature or description in such proceedings unless Tenant would lose or waive such claim by the failure to assert it. This shall not, however, be construed as a waiver of Tenant’s right to assert such claims in a separate action brought by Txxxxx. The covenants to pay Rent and other amounts hereunder are independent covenants, and Tenant shall have no right to hold back, offset or fail to pay any such amounts for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, anddefault by Landlord or for any other reason whatsoever, except as provided in Section 3.1. (b) Except to the extent otherwise expressly specified Landlord’s willful misconduct or gross negligence results in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that a prohibition of Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereoffor the Primary Intended Use, or all of the failure costs, expenses, responsibilities and obligations of every kind and nature whatsoever foreseen and unforeseen relating to the condition, use, operation, management, maintenance, repair, restoration and replacement of the Leased Property and all improvements and appurtenances related thereto or any part thereof shall be performed and paid by Tenant, and Landlord shall have no responsibility or liability therefor. Tenant’s covenants to comply pay Rent and all other monetary charges hereunder are independent covenants, and Tenant shall have no right to hold back, offset, deduct, credit against or fail to pay in full any such amounts for claimed or actual default or breach by Landlord of whatsoever nature, for force majeure, or for Unavoidable Delays, or for any other reason whatsoever. For the avoidance of doubt, Tenant shall not have, and hereby expressly and absolutely waives, relinquishes, and covenants not to assert, accept or take advantage of, any right to deposit or pay with or into any court or other third-party escrow, depository account or tenant account with respect to any disputed Rent, or any Rent pending resolution of any other dispute or controversy with Landlord. Tenant hereby expressly waives any and all Applicable Lawsdefenses it may have at law or in equity to payment of Rent, including, without limitation, based on any inability to occupy or use the Leased Property by reason theories of such noncompliance; (b) any damage tofrustration of purpose, removal, abandonment, salvage, loss, condemnation, theft, scrappingimpossibility, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent This Lease shall constitute a net lease and Lessee’s obligations hereunder, including the obligation to pay Rent, shall be absolutely net absolute and unconditional under any and all circumstances, subject to Landlord so that Lessee’s rights to contest amounts (other than Basic Rent, the Lease Balance, the Sale Option Recourse Amount or the Purchase Price) owed. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection herewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property or any part thereof to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property or any part thereof by reason of such noncompliancenon-compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of, theft, scrappingRelease from, or other environmental condition with respect to, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, evictionthereof; (div) any defect in title to or rights to the Leased Property or any lien part thereof or any Lien on such title or rights to or on the Leased PropertyProperty or any part thereof (provided, that the foregoing shall not relieve any Person from its responsibility to remove Lessor Liens attributable to it); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by Lessor, Administrative Agent or any PersonParticipant; (fvi) to the fullest extent permitted by Applicable Laws, any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant Lessee, Lessor, the Administrative Agent, any Participant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, Lessor, the Administrative Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation any Participant, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased PropertyProperty or any part thereof; (hviii) any failure on the part of Landlord Lessor, the Administrative Agent or any other Person Participant to perform or comply with any of the terms of this Lease, Lease or any other Operative Document or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise against or by Tenant the Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (jx) the impossibility or illegality of performance by Tenant or LandlordLessee, Lessor or both; (kxi) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (lxii) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, or quiet enjoyment use of the Leased Property or otherwiseany part thereof; (xiii) the failure of Lessee or any of its Subsidiaries to achieve any accounting or tax benefits; or (mxiv) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided. The Lessee’s agreement in the preceding sentence shall not affect any claim, however, action or right the Lessee may have against any Person. The parties intend that the foregoing obligations of the Lessee hereunder shall not apply be covenants and agreements that are separate and independent from any obligations of Lessor hereunder or be construed to restrict Tenant’s rights under any other Operative Documents and the obligations of the Lessee shall continue unaffected unless such obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to Notwithstanding any other provisions term or provision of this Lease which expressly provide otherwise (includingor any of the other Operative Agreements, without limitation, (i) Landlord’s the obligations of Lessee to pay Real Estate Taxes all amounts payable pursuant to Section 3.4this Lease (including specifically and without limitation amounts due and payable under Articles 5 (Economic Termination; Substitution), 6 (iiBasic Rent and Additional Rent), 7 (Insurance), 8 (Use; Requirements of Applicable Law), 14 (Damage or Destruction), 15 (Condemnation) Landlord’s obligation to maintain Insurance pursuant to Article 9and 20 (Rights Upon Default) and all amounts which are Additional Rent) shall be absolute and unconditional under any and all circumstances, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant amounts shall be paid without noticenotice (except as expressly provided in this Lease), demanddemand (except as expressly provided in this Lease), counterclaimdefense (except the defense of prior payment or manifest error), setoffset-off, deduction, deduction or defense counterclaim and without abatement, suspension, deferment, diminutiondiminution or reduction of any kind whatsoever. To the extent not expressly prohibited by Applicable Law, Lessee waives all rights now or hereafter conferred upon it by Applicable Law or otherwise to quit the Leased Property (except as expressly provided in Articles 5, 14 and 15 of this Lease), to terminate or surrender this Lease (except as expressly provided in Articles 5, 14 and 15 of this Lease), or to any abatement, deferment, diminution or reduction of any Rent payable hereunder. This Lease is a net lease and that Tenant’s the obligation of Lessee to lease and pay all such amountsRent for the Leased Property is without any warranty or representation, throughout express or implied, as to any matter whatsoever on the Term and all applicable Renewal Termspart of Lessor, is absolute and unconditionalIndenture Trustee, and, except to the extent otherwise expressly specified in this Lease, the any Participant or any of their respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, dischargedAffiliates, or otherwise affected for any reasonother Person, whether or not acting on behalf of any of them. The performance by Lessee of its obligations hereunder including, without limitation: , the obligation to pay Rent, shall not be released, discharged or affected by any circumstances whatsoever, including any notice, deduction, suspension, deferment, diminution, abatement, reduction, set-off, defense (aother than the defense of prior payment or manifest error), counterclaim or recoupment whatsoever, or any right to any thereof (including due to any past, present or future claims of Lessee against Lessor or any other Person for any reason whatsoever); nor shall this Lease terminate (except as expressly provided in Articles 5, 14 and 15 of this Lease), nor shall any of the obligations of Lessee to pay Rent and/or any other amounts payable by Lessee hereunder from time to time be otherwise released, discharged or affected by reason of any circumstance of any character, including (i) any defect in or failure of the conditiontitle, merchantability, condition, design, qualityengineering, compliance with specifications, operation, or any defect in or lack of fitness for use of all or any portion of the Leased Property, (ii) any damage to, or loss of, or loss of the use of, or destruction or theft of, or abandonment, dismantling, salvage, scrapping or removal of, all or any part of the Leased Property or any part thereof, or from any cause whatsoever, the failure prohibition of the Leased Property to comply with all Applicable Laws, including, without limitation, use or possession by Lessee or any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction other Person of, or any requisition ouster or taking dispossession by paramount title or otherwise of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, or curtailment of, interruption or interference with, or cessation in, the use or possession of all or any use portion of the Leased Property by any Person for any reason whatsoever or any part thereof includingof whatever duration, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (eiv) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any duty, obligation or liability of Lessor, Indenture Trustee, any Participant, or any of their respective Affiliates, any tenant, sublessee or assignee (whether or not permitted under Article 9 hereof), or any other Person, whether or not acting on behalf of any of them, (v) any restriction, prevention or curtailment of or interference with any use of all or any part of the Leased Property or any right, title, estate or interest in any of the foregoing, (vi) the invalidity, disaffirmance, contractual prohibition or unenforceability of this Lease, any of the other Operative Agreements, or any agreement, document, instruction or certificate related thereto, (vii) any failure by Lessor, Indenture Trustee, any Participant, any of their respective Affiliates, any tenant, sublessee or assignee (whether or not permitted under Article 9 hereof) or any other Person to perform any of its or their obligations contained herein or in any of the other Operative Agreements, or by reason of any Person; Liens on all or any part of the Leased Property, (fviii) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidationmoratorium, liquidation or other like proceedings proceeding relating to Tenant Lessee, Lessor, Indenture Trustee, any Participant, any of their respective Affiliates, any tenant, sublessee or assignee (whether or not permitted under Article 9 hereof), or any other Person, whether or not acting on behalf of any of them, or any action taken with respect to this Lease or any of the other Operative Agreements by any trustee trustee, receiver or receiver of Tenant or like Person with respect to any other such Person, or by any courtcourt or other tribunal, in any such proceeding; (gix) any right or claim that Tenant Lessee has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of Person or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing, (x) any lack of right, power or authority of Lessee, Lessor, Indenture Trustee, any Participant or any other Person to enter into this Lease or any of the other Operative Agreements or any agreement, document, instrument or certificate relating thereto or to any of the transactions contemplated by any thereof or to perform any of the duties, obligations or liabilities hereunder or thereunder or consummate any of such transactions, (xi) any doctrine of force majeure, impossibility, frustration or failure of consideration, (xii) the breach, default or failure of any warranty or representation, if any, made by Lessor in this Lease or by Lessor, Indenture Trustee, any Participant or any other Person in any of the other Operative Agreements, or any agreement, document, instrument or certificate delivered in connection with any thereof, whether foreseeable by Lessee, Lessor, Indenture Trustee, any Participant or unforeseeableany other Person, or (xiii) any other event, circumstance or happening whatsoever, whether similar or dissimilar to any of the foregoing, and whether or not Tenant Lessee shall have notice or knowledge of any such event, circumstance or happening, it being the intention of the foregoing; provided, however, parties hereto that the foregoing all Rent and all other amounts payable by Lessee hereunder from time to time shall not apply or continue to be construed to restrict Tenant’s rights payable in all events in the event manner and at the times herein provided unless the obligation to pay the same shall be terminated pursuant to the express provisions of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease. In that connection, to the extent not expressly prohibited by Applicable Law, Lessee hereby waives any and all rights, powers and remedies which it may now have or which may at any time hereafter be conferred upon it, by Applicable Law or otherwise, to terminate, cancel, quit or surrender this Lease (except as expressly provided in Articles 5, 14 and 15 of this Lease) or to effect or claim any abatement, diminution or reduction of Rent and all other amounts payable by Lessee from time to time hereunder. Lessee agrees that if, for any reason whatsoever, this Lease shall be non-cancellable terminated or suspended in whole or in part by Tenant for any reason whatsoever, andoperation of Applicable Law or otherwise, except as expressly specifically provided in this Leaseherein, Tenant, Lessee will nonetheless pay an amount equal to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction each installment and payment of Rent payable hereunderby Lessee hereunder from time to time as and at the time such payment would have become due and payable in accordance with the terms and provisions hereof had this Lease not been terminated or suspended in whole or in part. Except All covenants, agreements and undertakings of Lessee herein and in the other Operative Agreements shall be performed, complied with, discharged and satisfied at Lessee's sole cost, expense and risk unless expressly stated otherwise herein or therein, as specifically set forth the case may be. Nothing in this Lease, under no circumstances Section 2.2 or conditions elsewhere in this Lease shall Landlord be expected or required to make any payment construed as a guaranty by Lessee of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as residual value in the Leased Property or as a guaranty of the Notes. Lessee's covenant to pay Rent, as provided in Article 6, shall be absolute and irrevocable as provided in this Section 2.2, and shall not affect Lessee's right, at Applicable Law, in equity or otherwise, to enforce the obligations of Lessor under this Lease or the obligations of Lessor, Indenture Trustee, any part thereof is Participant, any of their respective Affiliates or any other Person under any of the other Operative Agreements, subject to this Leasethe applicable terms hereof or thereof, and Tenant expressly waives as the right to perform any such action at the expense of Landlord pursuant to any lawcase may be.

Net Lease. It is the purpose of this Lease and intent of City and Tenant that all Rent shall will be absolutely net to Landlord City, so that this Lease shall yield yields to Landlord City the full amount of the installments or amounts of Rent throughout at all times during the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunderoffset. Except as specifically otherwise expressly set forth in this Lease, under no circumstances circumstances, whether now existing or conditions shall Landlord later arising, and whether or not beyond the present contemplation of the Parties, will City be expected or required to incur any expense or make any payment of any kind hereunder or have any obligations with respect to this Lease or Tenant’s use or occupancy of the usePremises or Common Areas, possessionincluding any Improvements. Without limiting the foregoing, controlbut except as expressly provided to the contrary in this Lease, Tenant will be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which City would otherwise be or become liable by reason of City’s estate or interests in the Premises, Common Areas and any Improvements, any rights or interests of City in or under this Lease, or the ownership, leasing, operation, management, maintenance, alterationrepair, rebuilding, replacingremodeling, repairrenovation, restorationuse, or operation occupancy of all the Premises or Common Areas, any Improvements, or any part portion thereof, but Tenant will not be liable for broker fees and marketing costs incurred by City. No occurrence or situation arising during the Term, and no obligations under any Legal Requirements, whether foreseen or unforeseen, and however extraordinary, will relieve Tenant from its liability to pay all of the Leased Property, so long as sums required by any of the Leased Property or any part thereof is subject to provisions of this Lease, and or otherwise relieve Tenant expressly waives the from any of its obligations under this Lease, or give Tenant any right to perform terminate this Lease in whole or in part, except as otherwise expressly provided in this Lease. Tenant waives any rights now or later conferred upon it by any existing or future Legal Requirements to terminate this Lease or to receive any abatement, diminution, reduction, or suspension of payment of such action at the expense sums, on account of Landlord pursuant to any lawoccurrence or situation, provided that this waiver will not affect or impair any right or remedy expressly provided Tenant under this Lease.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a "net lease." Accordingly, andTenant shall pay to City all Rent (including the Base Rent, except to the extent otherwise expressly specified in Percentage Rent, Additional Charges and any other payments under this Lease) free of any charges, it is agreed and intended that Rent payable hereunder by Tenant shall be paid assessments or deductions of any kind, without notice, demand, counterclaim, setoff, deduction, or defense prior demand and without abatement, suspension, deferment, diminution, counterclaim or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in setoff. Under no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoevercircumstances, whether similar now existing or dissimilar to the foregoing, whether foreseeable or unforeseeablehereafter arising, and whether or not Tenant shall have notice or knowledge of any beyond the present contemplation of the foregoing; providedParties, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord City be expected or required to make any payment of any kind hereunder or have any obligations whatsoever with respect to Xxxxxx's use or occupancy of the usePremises and any permitted Improvements or this Lease, possessionexcept as may otherwise be expressly set forth herein. Without limiting the foregoing, controlTenant shall be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which City would otherwise be or become liable by reason of its estate or interests in the Premises and any Improvements, any rights or interests of City in or under this Lease, or the ownership, leasing, operation, management, maintenance, alterationrepair, rebuilding, replacingremodeling, repairrenovation, restorationuse or occupancy of the Premises, any permitted Improvements, or operation of all or any part of the Leased Property, so long portion thereof. Except as the Leased Property or any part thereof is subject to may be specifically and expressly provided otherwise in this Lease, no occurrence or situation arising during the Term, nor any present or future Law, whether foreseen or unforeseen, and however extraordinary, shall relieve Tenant expressly waives from its liability to pay all of the sums required by any of the provisions of this Lease, or shall otherwise relieve Tenant from any of its obligations under this Lease, or shall give Tenant any right to perform terminate this Lease in whole or in part. Tenant waives any rights now or hereafter conferred upon it by any existing or future Law to terminate this Lease or to receive any abatement, diminution, reduction or suspension of payment of such sums, on account of any such action at the expense of Landlord pursuant to any lawoccurrence or situation.

Net Lease. Rent Landlord and Tenant acknowledge and agree that both parties intend that this Agreement shall be absolutely net and constitute what is generally referred to Landlord so in the real estate industry as a "triple net" or "absolute net" lease, such that this Lease Tenant shall yield be obligated hereunder to Landlord pay all costs and expenses incurred with respect to, and associated with, the full amount of Leased Property and all personal property thereon and therein and the installments or amounts of Rent throughout the Termbusiness operated thereon and therein, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, all taxes and assessments, utility charges, insurance costs, maintenance costs and repair, replacement and restoration expenses (i) all as more particularly herein provided), together with any and all other assessments, charges, costs and expenses of any kind or nature whatsoever related to, or associated with, the Leased Property and the business operated thereon and therein, other than Landlord’s obligations 's financing costs and expenses and related debt service; provided, however, that Landlord shall nonetheless be obligated to pay Real Estate Taxes pursuant Landlord's personal income taxes with respect to Section 3.4the Rent and other amounts received by Landlord under this Agreement. Except as expressly hereinabove provided, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refundingLandlord shall bear no cost or expense of any type or nature with respect to, or abatement of such Rent and for associated with, the funding of Landlord’s obligations pursuant to Section 14.3)Leased Property. This Lease is a net lease, and, except Except to the extent otherwise expressly specified provided in this LeaseAgreement, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoffset-off, deduction, deduction or defense and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s 's obligation to pay all such amounts, Rent throughout the Term and all any applicable Renewal Terms, Extended Term is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, unconditional and the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions condition on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof includingthereof, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant or any other Person, Person or any action taken with respect to this Lease Agreement by any trustee or receiver of Tenant or any other Person, Person or by any court, in any such proceedingproceedings; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, manufacturer or contractor of or for the Leased PropertyProperty (other than a claim resulting from any willful misconduct or gross negligence of Landlord); (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this LeaseAgreement, or of any other agreement; (i) any invalidity, unenforceability, rejection, rejection or disaffirmance of this Lease Agreement by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, agency or other Government Agencies; (l) any interference, interruption, interruption or cessation in the use, possession, possession or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whatsoever whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this LeaseAgreement, this Lease Agreement shall be non-cancellable noncancellable by Tenant for any reason whatsoever, whatsoever and, except as expressly provided in this Lease, Agreement Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Agreement or to any diminution, abatement, abatement or reduction of Rent payable hereunder. Except as specifically set forth in this LeaseAgreement, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, restoration or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this LeaseAgreement, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. It is the purpose of this Lease and intent of Port and Tenant that all Rent shall be absolutely net to Landlord Port, so that this Lease shall yield to Landlord Port the full amount of the installments or amounts of Rent throughout at all times during the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, abatement or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconductoffset. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances circumstances, whether now existing or conditions hereafter arising, and whether or not beyond the present contemplation of the Parties shall Landlord Port be expected or required to incur any expense or make any payment of any kind hereunder or have any obligations with respect to this Lease or Tenant's use or occupancy of the usePremises, possessionincluding any Improvements. Without limiting the foregoing, controlbut except as expressly provided to the contrary in this Lease, Tenant shall be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which Port would otherwise be or become liable by reason of Port's estate or interests in the Premises and any Improvements, any rights or interests of Port in or under this Lease, or the ownership, leasing, operation, management, maintenance, alterationrepair, rebuilding, replacingremodeling, repairrenovation, restorationuse or occupancy of Port’s Equipment or the Premises, any Improvements, or operation of any portion thereof. No occurrence or situation arising during the Term, nor any present or future Law, whether foreseen or unforeseen, and however extraordinary, shall relieve Tenant from its liability to pay all or any part of the Leased Property, so long as sums required by any of the Leased Property or any part thereof is subject to provisions of this Lease, and or shall otherwise relieve Tenant expressly waives the from any of its obligations under this Lease, or shall give Tenant any right to perform terminate this Lease in whole or in part, except as otherwise expressly provided in this Lease. Tenant waives any rights now or hereafter conferred upon it by any existing or future Law to terminate this Lease or to receive any abatement, diminution, reduction or suspension of payment of such sums, on account of any such action at the expense of Landlord pursuant to occurrence or situation, provided that such waiver shall not affect or impair any lawright or remedy expressly provided Tenant under this Lease.

Net Lease. The Rent shall be absolutely net to Landlord so that this Lease Agreement shall yield to Landlord the full amount of the installments or amounts of the Rent throughout the Term, subject to any other provisions of this Lease Agreement which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation obligations to maintain Insurance fund the Replacement Reserve Account pursuant to Article 9, Section 5.2(a) and (iii) those provisions for adjustment, refunding, refunding or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease Agreement is a net lease, lease and, except to the extent otherwise expressly specified in this LeaseAgreement, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, deduction or defense and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, unconditional and, except to the extent otherwise expressly specified in this LeaseAgreement, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease Agreement by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, including without limitation, limitation Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this LeaseAgreement, or of any other agreement; (i) any invalidity, unenforceability, rejection, rejection or disaffirmance of this Lease Agreement by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, agency or other Government Agencies; (l) any interference, interruption, interruption or cessation in the use, possession, possession or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this LeaseAgreement, this Lease Agreement shall be non-cancellable by Tenant for any reason whatsoever, whatsoever and, except as expressly provided in this LeaseAgreement, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Agreement or to any diminution, abatement, abatement or reduction of Rent payable hereunder. Except as specifically set forth in this LeaseAgreement, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, restoration or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this LeaseAgreement, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent This Lease shall be deemed and construed to be a “net lease,” and Tenant shall pay to Landlord, absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions Term of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without noticethe Rent, demandfree of any charges, counterclaimassessments, setoff, deduction, impositions or defense deductions or any kind and without abatement, suspension, deferment, diminution, deduction or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence set-off whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under Under no circumstances or conditions conditions, whether now existing or hereafter arising, or whether beyond the present contemplation of the parties, shall Landlord be expected or required to make any payment of any kind hereunder whatsoever or have be under any obligations with respect other obligation or liability hereunder, except as herein otherwise expressly set forth. Tenant shall pay all costs, expenses and charges of every kind and nature relating to the Leased Premises, except debt service on any indebtedness of Landlord, which may arise or become due or payable prior to, during or after (but attributable to a period falling prior to or within) the Term of this Lease. Except as otherwise specifically provided in this Lease, Tenant’s obligation to pay Rent hereunder shall not terminate prior to the date definitely fixed for the expiration of the Term, and except as otherwise provided herein, the obligations of Tenant hereunder shall not be affected by reason of: any damage to or destruction of the Leased Premises or any part thereof, any taking of the Leased Premises or any part thereof or interest therein by condemnation or otherwise, any prohibition, limitation, restriction or prevention of Tenant’s use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restorationoccupancy or enjoyment of the Leased Premises or any part thereof, or operation any interference with such use, occupancy or enjoyment by any person or for any reason, any matter affecting title to the Leased Premises, any eviction by paramount title or otherwise, any default by Landlord hereunder, the impossibility, impracticability or illegality of performance by Landlord, Tenant or both, any action of any Governmental Authority, Tenant’s acquisition of ownership of all or any part of the Leased Property, so long as Premises (unless this Lease shall be terminated by a writing signed by all persons having an interest in the Leased Property Premises), any breach of warranty or misrepresentation, or any part other cause whether similar or dissimilar to the foregoing and whether or not Tenant shall have notice or knowledge thereof is subject and whether or not such cause shall be foreseeable. The parties intend that the obligations of Tenant under this Lease shall be separate and independent covenants and agreements and shall continue unaffected unless such obligations have modified or terminated pursuant to an express provision of this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Landlord and Tenant acknowledge and agree that (i) this Lease is and is intended to be what is commonly referred to as a “net, net, net” or “triple net” lease, and (ii) the Rent (including, for avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges shall be paid absolutely net to Landlord Landlord, without abatement, deferment, reduction, defense, counterclaim, claim, demand, notice, deduction or offset of any kind whatsoever, so that this Lease shall yield to Landlord the full amount or benefit of the installments or amounts of Rent (including, for the avoidance of doubt, following commencement of the obligation to pay Variable Rent hereunder, the Base Rent and Variable Rent components of the Rent) and Additional Charges throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to all as more fully set forth in Article 9, V and (iii) those provisions for adjustment, refunding, or abatement of such Rent except and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except solely to the extent otherwise expressly specified provided in this LeaseArticle XIV (in connection with a Casualty Event), it is agreed in Article XV (in connection with a Condemnation), in Section 3.1 (in connection with the “true-up”, if any, applicable to the onset of a Variable Rent Payment Period) and intended that in Section 41.17. If Landlord commences any proceedings for non-payment of Rent, Tenant will not interpose any defense, offset, claim, counterclaim or cross complaint or similar pleading of any nature or description in such proceedings unless Tenant would lose or waive such claim by the failure to assert it. This shall not, however, be construed as a waiver of Tenant’s right to assert such claims in a separate action brought by Tenant. The covenants to pay Rent payable and Additional Charges hereunder by are independent covenants, and Tenant shall be paid without noticehave no right to hold back, demanddeduct, counterclaimdefer, setoffreduce, deduction, offset or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation fail to pay all any such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, andamounts for default by Landlord or for any other reason whatsoever, except solely as and to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in Section 3.1 and this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawSection 3.5.

Net Lease. No Counterclaim, Abatement, etc. The Minimum Rent shall be absolutely net in addition to Landlord so all other payments to be made by Tenant hereinafter provided. It is the intention of the parties that this Lease is a triple net lease, and Tenant shall yield to pay all costs, charges, taxes, assessments and other expenses of every character, ordinary or extraordinary, foreseen or unforeseen, for the payment of which Landlord or Tenant is or shall become liable by reason of its estate, right, title or interest in the full amount Land and/or Building or which are connected with or arise out of the installments possession, use, occupancy, maintenance, repair or amounts rebuilding of Rent throughout the TermDemised Premises or any portion thereof, subject including, without limitation, those specifically referred to any in this Lease, except to the extent that other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) that certain matters or obligations shall be at Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, 's sole cost and (iii) those provisions for adjustment, refunding, expense or abatement words of such similar import. The Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent all other sums payable hereunder by Tenant hereunder shall be paid without notice, demand, counterclaim, setoff, deduction, deduction or defense and without abatement, suspension, deferment, diminutiondiminution or reduction, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected (except as expressly provided herein) for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property Demised Premises or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or change of grade of any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Propertyabutting street; (c) any restriction, prevention, damage to or curtailment of, destruction of or interference with, any use Taking of the Leased Property Demised Premises or any part thereof including, without limitation, evictionthereof; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any PersonLandlord; (fe) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings proceeding relating to Tenant or any other PersonLandlord, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, Landlord or by any court, in any such proceeding; (gf) any right or claim that which Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased PropertyLandlord; (hg) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, hereof or of any other agreementagreement with Tenant; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (kh) any action by of any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwisePublic Authority; or (mi) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, howeverbut expressly excluding any restriction, that prevention or curtailment of or interference with any use of the Demised Premises or any part thereof by title paramount. The foregoing shall not apply or be construed to restrict Tenant’s rights in the event as a waiver of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically rights of Tenant elsewhere set forth in this Lease, this Lease shall be non-cancellable by herein. Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, rescind, avoid or surrender this Lease or the Demised Premises or any part thereof, or to any diminution, abatement, suspension, deferment, diminution or reduction of Rent Rent, or any other sum payable by Tenant hereunder, including without limitation by reason of any bankruptcy, insolvency, reorganization, liquidation, dissolution or other proceeding affecting Landlord or any action with respect to this Lease which may be taken by any trustee, receiver or liquidator or by any court. Except All payments by Tenant to Landlord made hereunder as specifically required hereby shall be irrevocable, and Tenant will not seek to recover any such payment or any part thereof for any reason whatsoever. Nothing contained in this Section 4.5 shall be construed to affect the rights of Landlord or Tenant expressly set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent This Lease shall constitute a net lease. It is the further express intent of the Lessor and the Lessee that the obligations of the Lessor and the Lessee hereunder shall be absolutely net separate and independent covenants and agreements and that the Basic Rent and Supplemental Rent, and all other charges and sums payable by the Lessee hereunder, shall commence at the times provided herein and shall continue to Landlord so that be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout defense (other than the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense of payment) with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection therewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part portion thereof, or the failure of the Leased Property to comply with all Applicable LawsRequirements of Law and Insurance Requirements, including, without limitation, including any inability to occupy or use the Leased Property or any portion thereof by reason of such noncompliancenon–compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or Release from, theft, scrapping, scrapping or destruction of, or any requisition or taking of, of the Leased Property or any part portion thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, evictionportion thereof; (div) any defect in title to or rights to the Leased Property or any lien portion thereof or any Lien on such title or rights to or on the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord Property (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.Lessor Liens);

Net Lease. It is the purpose and intent of Lessor and Lessee and they agree that Rent payable hereunder shall be absolutely net to Landlord Lessor so that this Lease shall yield to Landlord Lessor the full amount Rent specified, free of the installments or amounts of Rent throughout the Termany charges, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refundingassessments, or abatement impositions of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net leaseany kind charged, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deductionassessed, or defense imposed on or against the Property, and without abatement, suspensioncounterclaim, defermentdeduction, diminutiondefense, deferment or set‑off by the Lessee, except as hereinafter specifically otherwise provided, and Lessor shall not be expected or required to pay any such charge, assessment or imposition, or reduction be under any obligation or liability hereunder except as herein expressly set forth, and that Tenant’s obligation all costs, expenses and obligations of any kind relating to pay the maintenance and operation of the Property, including all such amountsalterations, throughout repairs and replacements as hereinafter provided, which may arise or become due during the Term shall be paid by Lessee, the Lessor shall be indemnified and all applicable Renewal Termssaved harmless by Lessee from and against such costs, is absolute expenses and unconditional, and, except to the extent otherwise expressly specified obligations. Except as set forth in an express provision of this Lease, the respective obligations and liabilities except as may be provided by a final, unappealable judgment or order by a court of Tenant and Landlord hereunder competent jurisdiction, this Lease shall in no way not terminate, nor shall Lessee be entitled to any abatement, deduction, deferment or reduction of rent, nor shall Lessee have any right to terminate this Lease or to be released, dischargedrelieved or discharged from any obligations or liabilities hereunder, or otherwise affected for any reason, including, without limitation: (a) any defect in it being the condition, merchantability, design, quality, or fitness for use intention of the Leased Property or parties hereto that the Rents and all other sums payable by Lessee under this Lease shall be payable in all events, and that the obligations of Lessee under this Lease shall be separate and independent covenants and shall continue unaffected unless otherwise expressly provided in this Lease. Nothing in this Paragraph 4.F. shall constitute a waiver by Lessee of its right to bring an independent cause of action against Lessor for any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission default or breach in respect of any obligation by Lessor under this Lease or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or under any other Person, or any action taken with respect agreement to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for which Lessor and the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoingLessee may be parties; provided, however, that no such cause of action, prior to judgment, shall under any circumstances entitle the foregoing shall not apply Lessee to offset, xxxxx, deduct from or be construed to restrict Tenant’s rights in defer the event payment of any act Rent, or omission such other sums as are payable by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in Lessee under this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent (a) Except as otherwise expressly set forth in this Agreement, Lessee shall not be absolutely net entitled to Landlord so that terminate this Lease Agreement, nor shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (includingabatement, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demandset-off, counterclaim, setoffdefense or deduction with respect to any Base Rent or Additional Rent, deduction, nor shall the obligations of Lessee hereunder be affected by reason of any damage to or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use destruction of the Leased Property or Premises, any part thereofprohibition, limitation, restriction, or the failure prevention of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the Lessee's use, possession, occupancy or quiet enjoyment of the Leased Property Premises, or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing. The Parties intend that the obligations of Lessee hereunder shall be separate and independent covenants and agreements. It is the intention of the Parties that the Rent payable hereunder shall be absolutely net to Lessor without any set-off or deduction whatsoever, whether foreseeable or unforeseeableso that this Agreement shall yield, net, to Lessor, the Rent payable to Lessor during the entire Term of this Agreement, and whether or not Tenant shall have notice or knowledge that all costs, expenses, deductions and charges of any kind and nature relating to the Leased Premises or to the ownership, lease, use or occupation thereof which may arise or become due and payable during or after the Term of the foregoing; providedthis Agreement, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable paid by Tenant Xxxxxx, and that Lessor shall be indemnified and held harmless by Lessee from and against claims for any reason whatsoeversame, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, and under no circumstances or conditions condition shall Landlord Lessor be expected or required to make any payment of any kind hereunder or be under any other obligation or liability hereunder, except to the extent expressly provided in this Agreement. (b) Without limiting the generality of the foregoing, Lessee covenants to pay, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, as Additional Rent, all taxes, assessments (including, but not limited to, that portion of all assessments for public improvements or benefits payable during the Term, whether or not such improvements are commenced or completed within the Term of this Agreement), payments in lieu of taxes, water, sewer and other rents, rates or charges, charges for public utilities, excises, levies, license and permit and inspection fees and other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, which at any time prior or during the Term of this Agreement may have been or may be assessed, levied, confirmed, imposed upon, or grow or become due or payable out of or in respect of, or become a lien on, the Leased Premises or any obligations part thereof or any appurtenance thereto, or any use, possession, or occupation of the Leased Premises, but only to the extent the same are payable with respect to the useTerm (all of the foregoing, possessiontogether with any and all penalties and/or interest thereon, controlbeing hereinafter sometimes collectively referred to as "Taxes", maintenanceand any of the same being hereinafter sometimes referred to as a "Tax"). Any Tax imposed against the Leased Premises, alterationrelating to a fiscal period of the imposing authority, rebuildinga part of which period occurs after the Expiration Date (whether or not such Tax shall be assessed, replacinglevied, repairconfirmed, restorationimposed upon or in respect of or become a lien upon the Leased Premises, or operation shall become payable, during the Term) shall be apportioned between Lessor and Lessee as of all the Expiration Date. (c) Lessee shall have the right to contest the amount or validity, in whole or in part, of any real estate Tax by appropriate proceedings diligently conducted in good faith, provided: (i) neither Lessor nor Lessee would by reason thereof be subject to any criminal liability (or any part of civil liability other than late charges, interest, fees and penalties attributable thereto which shall be Lessee's responsibility); (ii) neither the Leased Property, so long as the Leased Property or Premises nor any part thereof is or interest therein would, by reason of the postponement or deferment of payment of such Tax, be, in the reasonable judgment of Lessor, in danger of being forfeited or lost or subject to this Leaseany lien, encumbrance or charge or penalty unless Lessor is indemnified therefor by Lessee (or, if such contest is brought during the term of any construction loan, and Tenant expressly waives Lessor reasonably determines an indemnity is insufficient security for such contest, Lessee provides a bond in an amount and form satisfactory to Lessor in its commercially reasonable discretion); and (iii) Lessee shall regularly keep Lessor advised as to the right status of such proceedings. Upon the termination of such proceedings, it shall be the obligation of Lessee to perform pay the amount of such Tax or part thereof as finally determined in such proceedings to be due, the payment of which may have been deferred during the prosecution of such proceedings, together with any such action at the expense of Landlord pursuant to any lawcosts, fees (including reasonable attorneys' fees and disbursements), interest, penalties and other liabilities in connection therewith.

Net Lease. Rent The obligations of Tenant hereunder shall be absolutely net separate and independent covenants and agreements, and Base Rent, Additional Rent and all other sums payable by Tenant hereunder shall continue to Landlord so that this Lease be payable in all events, and the obligations of Tenant hereunder shall yield to Landlord the full amount of the installments or amounts of Rent throughout continue during the Term, subject unless the requirement to any other pay or perform the same shall have been terminated pursuant to the provisions of this Lease which expressly provide otherwise (includingSection 14.4 or Section 15. This is an absolutely net lease and Base Rent, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Additional Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent all other sums payable hereunder by Tenant shall be paid without noticenotice or demand (except as specifically set forth in this Lease), demandand without setoff, counterclaim, setoffrecoupment, deduction, or defense and without abatement, suspension, defermentreduction or defense. This Lease is the absolute and unconditional obligation of Tenant, diminution, or reduction and that the obligations of Tenant under this Lease shall not be affected by any interference with Tenant’s obligation to pay all such amounts, throughout use of any of the Term and all applicable Renewal Terms, is absolute and unconditional, and, Premises for any reason except to the extent otherwise expressly specified as specifically set forth in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationbut not limited to, the following: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bi) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, to or destruction of, or of any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; Premises by any cause whatsoever (cexcept as otherwise expressly provided in Section 14.4), (ii) any restrictionCondemnation (except as otherwise expressly provided in Section 15), prevention(iii) the prohibition, limitation or curtailment of, or interference with, any restriction of Tenant’s use of any of the Leased Property or Premises, (iv) Tenant’s acquisition of ownership of any part thereof includingof the Premises other than pursuant to an express provision of this Lease, without limitation, eviction; (dv) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure default on the part of Landlord under this Lease or under any other agreement, (vi) any latent or other defect in, or any other Person to perform theft or comply with loss of any of the terms Premises, (vii) any violation of Section 34 by Landlord (provided, that this LeaseSection 7.1(vii) shall not limit Tenant’s rights, if any, to seek injunctive relief against Landlord for violation of said Section 34), or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (mviii) any other occurrence whatsoevercause, whether similar or dissimilar to the foregoing, whether foreseeable any present or unforeseeablefuture Law to the contrary notwithstanding. Except as otherwise set forth herein, all costs and expenses (other than depreciation, interest on and amortization of debt incurred by Landlord, and costs incurred by Landlord in financing or refinancing the Premises) and other obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not the same shall become payable during the Term or thereafter) shall be paid and performed by Tenant. Tenant shall have notice or knowledge of any pay all expenses related to the maintenance and repair of the foregoing; providedPremises, however, that the foregoing and taxes and insurance costs. This Lease shall not apply or be construed terminate and Tenant shall not have any right to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, terminate this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, (except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate), or surrender this Lease to axxxx Base Rent or to any diminution, abatement, or reduction of Additional Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to during the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawTerm.

Net Lease. Rent shall be NON-TERMINABILITY: (a) This is an absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to and the extent otherwise expressly specified in this Lease, it is agreed Rent and intended that Rent all other sums payable hereunder by Tenant shall be paid without noticenotice (except as expressly provided herein), demand, set-off, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, deduction or reduction and defense. It is the intention of the parties hereto that Tenant’s obligation the Fixed Rent shall be an absolutely net return to pay all such amounts, Landlord throughout the Term of this Lease. In order that such Fixed Rent shall be absolutely net to Landlord, Tenant shall pay when due, and save Landlord harmless from and against, any and all applicable Renewal Termscosts, is absolute charges and unconditional, and, except expenses attributable to the extent otherwise Premises and allocable to the Term, including but not limited to, each fine, fee, penalty, charge (including governmental charges), assessments, sewer rent, Impositions, insurance premiums, utility expenses, carrying charges, costs, expenses and obligations of every kind and nature w]1atsoever, general and special, ordinary and extraordinary, foreseen and unforeseen, in any manner relating to the ownership, leasing, operation, management, maintenance, repair, rebuilding use or occupation of the Premises, or of any portion thereof. Notwithstanding anything to the contrary contained in this Lease except as expressly specified set forth in Section 5(d) and 15. l(a)(iv), in no event shall Tenant be responsible for any costs or expenses, including payments of principal and interest, in connection with any mortgage or security interest encumbering Landlord’s interest in the Premises. (b) This Lease shall not terminate, nor shall Tenant have any right to terminate this Lease, nor shall Tenant be entitled to any abatement or reduction of Rent hereunder, nor shall the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way under this Lease be releasedaffected, discharged, or otherwise affected for any reason, including, without limitation: by reason of (ai) any defect in the condition, merchantability, design, quality, damage to or fitness for use destruction of the Leased Property all or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliancePremises from whatever cause; (bii) subject to Section 13 herein, the taking of the Premises or any damage to, removal, abandonment, salvage, loss, portion thereof by condemnation, theftrequisition or otherwise; (iii) the prohibition, scrapping, limitation or destruction ofrestriction of Tenant’s use of all or any part of the Premises, or any requisition interference with such use; (iv) Tenant’s acquisition or taking of, the Leased Property ownership of all or any part thereofof the Premises otherwise than as expressly provided in Section 13.Z(a) hereof; (v) any default on the part of Landlord under this Lease, or under any environmental conditions on other agreement to which Landlord and Tenant may be parties; or (vi) any other cause whether similar or dissimilar to the Leased Property foregoing, any present or future law to the contrary notwithstanding. It is the intention of the parties hereto that the obligations of Tenant hereunder shall be separate and independent covenants and agreements; that the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events; and that the obligations of Tenant hereunder shall continue unaffected unless the requirement to pay or perform the same shall have been terminated pursuant to any express provision of this Lease. Tenant agrees that Tenant will not be relieved of the obligations to pay Fixed Rent or any property Additional Rent in the vicinity case of damage to or destruction of the Leased Property; Premises. (c) Tenant shall remain obligated under this Lease in accordance with its terms, and will not take any restrictionaction to terminate, preventionrescind or avoid this Lease, or curtailment of, or interference with, any use of notwithstanding (i) the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolutionreadjustment, liquidation, dissolution or winding-up or other like proceedings relating to Tenant proceeding affecting Landlord or any other Person, its successor in interest; or (ii) any action taken with respect to this Lease which may be taken by any trustee or receiver of Tenant Landlord or any other Person, its successor in interest or by any court, court in any such proceeding; provided, in each such case, this Lease and Tenant’s rights under this Lease remain in full force and effect. (gd) any right Tenant waives all rights which may now or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; hereafter be conferred by law (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease or the Premises or any part thereof; or (ii) to any diminution, abatement, suspension, deferment or reduction of the Rent or any other sums payable hereunder. Except as specifically set forth in under this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long except as the Leased Property or any part thereof is subject to this Lease, and Tenant otherwise expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawprovided herein.

Net Lease. Rent (a) This Lease is a net lease and the Lessee hereby acknowledges and agrees that the Lessor shall have no obligations with respect to the cost and expenses associated with the use, occupancy, operation and maintenance of the Assets or the Assigned Rights or with respect to the obligations of the "Parcel A Owner," as defined in the Declaration, or the "owner of Parcel A," as defined in the Parcel B Easements, in the operation and maintenance of the Site or Parcel B (all of which shall be absolutely net to Landlord so that this Lease shall yield to Landlord borne by the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise Lessee) (including, without limitation, all real estate and personal property taxes and other governmental assessments, common area maintenance assessments and obligations and sales and use taxes (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s including any obligation to maintain Insurance pursuant to Article 9, collect and (iii) those provisions for adjustment, refunding, or abatement of remit such Rent sales and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except use taxes to the extent otherwise expressly specified proper Governmental Authority) but excluding income, franchise or excise taxes of the Lessor) (collectively, the "Additional Rent"). (b) In addition to Rent due hereunder, the Lessee shall pay monthly to the Lessor an amount equal to Additional Obligations, as defined on the attached Exhibit D, in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s the manner set forth in Section 3.1. (c) The Lessee's obligation to pay all such amountsRent and Additional Obligations as provided hereunder, throughout and the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use rights of the Leased Property or Lessor in and to such Rent and Additional Obligations, shall be absolute, unconditional and irrevocable and shall not be affected by any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect circumstance of any obligation or liability of or by any Person; character (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as may be expressly provided in this Lease), Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to including: (i) any diminutionset-off, abatement, counterclaim, suspension, recoupment, reduction, rescission, defense or reduction other right or claim that the Lessee may have against the Lessor, any noteholder, any vendor or manufacturer of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected contractor or required to make subcontractor working on all or any payment part of any kind hereunder the Assets or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restorationAssigned Rights, or any other Person for any reason whatsoever; (ii) any defect in or failure of the title, merchantability, condition, design, operation or fitness for use of all or any part of the Leased PropertyAssets or the Assigned Rights, so long as the Leased Property (iii) any damage to, or removal, abandonment, dismantling, requisition, taking, condemnation, loss, theft or destruction of all or any part thereof is subject of the Assets, the Assigned Rights or the Site or any interference, interruption or cessation in the use, occupancy, possession or enjoyment of the Assets, the Assigned Rights or the Site by the Lessee or by any other Person for any reason whatsoever or of whatever duration; (iv) any restriction, prevention or curtailment of or interference with any use, occupancy or enjoyment of all or any part of the Assets or the Assigned Rights; (v) any insolvency, bankruptcy, reorganization or similar proceeding by or against the Lessee, the Lessor, or any other Person and any action with respect to this Lease which may be taken by any trustee or receiver of such Person or its successor in interest or by any Governmental Authority in any such proceeding; (vi) the invalidity, illegality or unenforceability of any Transaction Document (other than this Lease) or any other instrument referred to herein or therein or any other infirmity herein or therein or any lack of right, power or authority of the Lessee or the Guarantor to enter into this Lease, and Tenant expressly waives the right any other Transaction Document or to perform the obligations hereunder or thereunder or consummate the transactions contemplated hereby or thereby or any such doctrine of force majeure, impossibility, frustration or failure of consideration; (vii) any default under any Transaction Document by the Lessee, the Lessor, or any other Person; (viii) any action by any Governmental Authority; (ix) any merger, consolidation or sale of all or substantially all of the assets of the Lessee, or (x) any other circumstance or happening whatsoever, whether or not similar to any of the foregoing. The Lessee hereby waives, to the extent permitted by Applicable Law, any and all rights that it may now have or that at any time hereafter may be conferred upon it, by statute or otherwise, to modify, terminate, cancel, quit or surrender this Lease or to effect or claim any diminution or reduction of Rent or Additional Obligations payable by the expense Lessee, except in accordance with the express terms hereof and of Landlord the Transaction Documents. The Lessee agrees that, if for any reason whatsoever this Lease shall be terminated in whole or in part by operation of law or otherwise (other than pursuant to a specific right of termination expressly provided for herein), then, until the Lessor is in possession of the Assets, the Lessee shall pay, to the maximum extent permitted by Applicable Law, to the Lessor or any law.other Person entitled thereto, an amount equal to each installment of Base Rent and Additional Obligations, all Supplemental Rent and all

Net Lease. The Rent shall be absolutely net to Landlord so that this Lease Agreement shall yield to Landlord the full amount of the installments or amounts of the Rent throughout the Term, subject to any other provisions of this Lease Agreement which expressly provide otherwise (otherwise, including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, refunding or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease Agreement is a net lease, lease and, except to the extent otherwise expressly specified in this LeaseAgreement, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, deduction or defense and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, Terms is absolute and unconditional, and, unconditional and except to the extent otherwise expressly specified in this LeaseAgreement, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease Agreement by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, including without limitation, limitation Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this LeaseAgreement, or of any other agreement; (i) any invalidity, unenforceability, rejection, rejection or disaffirmance of this Lease Agreement by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, agency or other Government Agencies; (l) any interference, interruption, interruption or cessation in the use, possession, possession or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this LeaseAgreement, this Lease Agreement shall be non-cancellable noncancellable by Tenant for any reason whatsoever, whatsoever and, except as expressly provided in this LeaseAgreement, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Agreement or to any diminution, abatement, abatement or reduction of Rent payable hereunder. Except as specifically set forth in this LeaseAgreement, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, restoration or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this LeaseAgreement, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent This Lease shall constitute a net lease. It is the --------- further express intent of the Lessor and the Lessee that the obligations of the Lessor and the Lessee hereunder shall be absolutely net separate and independent covenants and agreements and that the Basic Rent and Supplemental Rent, and all other charges and sums payable by the Lessee hereunder, shall commence at the times provided herein and shall continue to Landlord so that be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout defense (other than the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense of payment) with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection therewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable LawsRequirements of Law and Insurance Requirements, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or Release from, theft, scrapping, scrapping or destruction of, or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (div) any defect in title to or rights to the Leased Property or any lien Lien on such title or rights to or on the Leased PropertyProperty (other than Lessor Liens); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by the Lessor, the Agent or any PersonParticipant; (fvi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation the Lessor, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property, the Agent or any Participant; (hviii) any failure on the part of Landlord or any other Person the Lessor to perform or comply with any of the terms of this Lease, any other Operative Document or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise Lease, against or by Tenant the Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (jx) the impossibility or illegality of performance by Tenant or Landlordthe Lessee, the Lessor or both; (kxi) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (lxii) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, construction on or quiet enjoyment any use of the Leased Property or otherwiseany part thereof; or (mxiii) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided, however, . The parties intend that the foregoing obligations of the Lessee hereunder shall not apply be covenants and agreements that are separate and independent from any obligations of the Lessor hereunder or be construed to restrict Tenant’s rights under any other Operative Document and the obligations of the Lessee shall continue unaffected unless such obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. (a) This Lease is a net lease and, any present or future law to the contrary notwithstanding, shall not terminate except as otherwise expressly provided herein, nor shall Tenant be entitled to any abatement, reduction, diminution, set-off, counterclaim, defense (except for the defense that the performance or payment has been made) or deduction with respect to any Basic Rent, Additional Rent or other sums payable hereunder, nor shall Tenant be excused from the performance of its obligations hereunder, by reason of: any damage to or destruction of the Premises or any portion thereof; any defect in the condition, design, operation or fitness for use of the Premises or any portion thereof; any taking of the Premises or any part thereof by condemnation or otherwise; any prohibition, limitation, interruption, cessation, restriction or prevention of tenant's use, occupancy or enjoyment of the premises, or any interference with such use, occupancy or enjoyment by any person; any eviction by paramount title or otherwise; any default by Landlord hereunder or under any other agreement; the impossibility or illegality of performance by Landlord, Tenant or both; any action of any governmental authority (including, without limitation, changes in Legal Requirements); construction on or renovation of the Premises; or any failure in the Premises to comply with applicable laws, Legal Requirements, or any other cause whether similar or dissimilar to the foregoing. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not the same shall become payable during the Term or thereafter) shall be paid by Tenant. It is the purpose and intention of the parties to this Lease that the Basic Rent, Additional Rent and other sums payable to Landlord hereunder shall be absolutely net to Landlord so and that this Lease shall yield yield, net to Landlord, the Basic Rent, Additional Rent, and other sums payable to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified as provided in this Lease, it is agreed . The parties intend that the obligations of Tenant hereunder shall be separate and intended that Rent payable hereunder by independent covenants and agreements and shall continue unaffected unless such obligations shall have been modified or terminated pursuant to an express provision of this Lease. (b) Tenant shall be paid without noticeremain obligated under this Lease in accordance with its terms and shall not take any action to terminate, demand, counterclaim, setoff, deduction, rescind or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in avoid this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) notwithstanding any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, dissolution or other like proceedings relating to Tenant or any other Person, proceeding affecting Landlord or any action taken with respect to this Lease which may be taken by any trustee trustee, receiver or receiver of Tenant or any other Person, liquidator or by any court, in any such proceeding; . (gc) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person waives all rights to perform or comply with any of the terms of surrender this Lease, or to any abatement or deferment of any other agreement; (i) any invalidityBasic Rent, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, Additional Rent or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar sums payable hereunder. Tenant waives all rights to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in terminate this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoeverexcept in the case of a Total Condemnation, and, except as expressly provided Major Condemnation or Major Casualty in this Lease, Tenant, to accordance with the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction provisions of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawArticle 3.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3)No Setoff; Etc. This Lease is a "triple" net lease, lease and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Base Rent, Supplemental Rent and any other amounts payable hereunder by Tenant Lessee shall be paid without notice, demand, counterclaim, setoff, deduction, deduction or defense and without abatement, suspension, deferment, diminutiondiminution or reduction, free from any charges, assessments, impositions, withholdings, expenses or reduction reductions, and that Tenant’s Lessee's obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional. All costs, andexpenses and obligations of every kind and nature whatsoever relating to the Properties and the appurtenances thereto and the use and occupancy thereof which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Lease Term in accordance with the provisions hereof (whether or not the same shall become payable during the Lease Term or thereafter) shall be paid by Lessee except as otherwise expressly provided herein or in another Operative Document. Lessee assumes the sole responsibility for the condition, except use, operation, maintenance, underletting and management of each Property, and no Indemnitee shall have any responsibility in respect thereof or any liability for damage to the property of Lessee, any subtenant of Lessee or any other occupant of either Property on any account or for any reason whatsoever other than by reason of, in the case of any particular Indemnitee, such Indemnitee's willful misconduct or gross negligence. Except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord Lessee hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased either Property or any part thereof, or the failure of the Leased either Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased either Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, the Leased of either Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased either Property or any part thereof including, without limitation, including eviction; (d) any defect in title to or rights to the Leased either Property or any lien Lien on such title or rights to the Leased or on either Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant Lessee. Lessor or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant Lessee or any other Person, or by any court, in any such proceeding; (g) any claim, set off, defense or right or claim that Tenant Lessee has or might have against any Person, includingincluding without limitation Lessor, without limitation, Landlord the Administrative Agent (other than a monetary defaultincluding in its individual capacity) or any vendor, manufacturer, contractor of or for the Leased either Property; (h) any failure on the part of Landlord Lessor or any other Person to perform or comply with any of the terms of this Lease, any other Operative Document or of any other agreement, whether or not related to the transactions contemplated by the Operative Documents; (i) any invalidity, unenforceability, rejection, illegality or disaffirmance of this Lease by operation of law or otherwise against or by Tenant Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (j) the impossibility or illegality of performance by Tenant Lessee or LandlordLessor, or both; (k) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (1) any change in or violation of Applicable Laws; (lm) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, construction on or quiet enjoyment use of the Leased either Property or otherwiseany part thereof; or (mn) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and LEASE AGREEMENT (HGSI) whether or not Tenant Lessee shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall not be non-cancellable cancelable by Tenant Lessee for any reason whatsoever, whatsoever and, except as expressly provided in this Lease, TenantLessee, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this This Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is constitute a net lease, andand the obligations of Lessee hereunder are absolute and unconditional. Lessee shall pay all operating expenses arising out of the use, except operation and/or occupancy of each Property whether arising hereunder, under the Head Lease or otherwise. Any present or future law to the extent otherwise expressly specified in contrary notwithstanding, this LeaseLease shall not terminate, it is agreed and intended that Rent payable hereunder by Tenant nor shall Lessee be paid without notice, demand, counterclaim, setoff, deduction, or defense and without entitled to any abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense with respect to the extent otherwise Rent, nor shall the obligations of Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected connection therewith) for any reasonreason whatsoever, including, including without limitationlimitation by reason of: (a) any defect in the condition, merchantability, design, quality, damage to or fitness for use destruction of the Leased any Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, taking of any Property or any requisition part thereof or taking ofinterest therein by Condemnation or otherwise; (c) any prohibition, the Leased limitation, restriction or prevention of Lessee's use, occupancy or enjoyment of any Property or any part thereof, or any environmental conditions on the Leased Property interference with such use, occupancy or enjoyment by any property in the vicinity of the Leased Property; (c) Person or for any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, evictionother reason; (d) any defect in title defect, Lien or any matter affecting title to or rights any Property (whether related to the Leased Property interest of the Development Authority, the interest therein of the Lessor purported to be created by the Head Lease or any lien on such title or rights to the Leased Propertyotherwise); (e) any change, waiver, extension, indulgence, temporary or other action permanent eviction or omission or breach in respect the exercise of any obligation other rights by a holder of paramount title or liability of or by any Personotherwise; (f) any default by Lessor hereunder; (g) any action for bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, dissolution or other like proceedings proceeding relating to Tenant or affecting the Agent, any Lender, Lessor, Lessee, any Holder or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased PropertyGovernmental Authority; (h) any failure on the part impossibility or illegality of Landlord performance by Lessor, Lessee or any other Person to perform or comply with any of the terms of this Lease, or of any other agreementboth; (i) any invalidity, unenforceability, rejection, or disaffirmance action of this Lease by operation of law or otherwise against or by Tenant any Governmental Authority or any provision hereofother Person; (j) the impossibility Lessee's acquisition of performance by Tenant ownership of all or Landlord, or bothpart of any Property; (k) breach of any action by warranty or representation with respect to any court, administrative agency, Property or other Government Agenciesany Operative Agreement or Bond Document; (l) any interference, interruption, or cessation defect in the usecondition, possession, quality or quiet enjoyment fitness for use of the Leased any Property or otherwiseany part thereof; or (m) any Default or Event of Default under the Head Lease or any other occurrence whatsoever, circumstance arising under or related to the Head Lease or any other Bond Document (including without limitation the lack of validity or enforceability of any provision thereof); or (n) any other cause or circumstance whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant Lessee shall have notice or knowledge of any of the foregoing; provided, however, . The parties intend that the foregoing obligations of Lessee hereunder shall not apply be covenants, agreements and obligations that are separate and independent from any obligations of Lessor hereunder or be construed to restrict Tenant’s rights under the Head Lease and shall continue unaffected unless such covenants, agreements and obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, . Lessee acknowledges that this Lease shall be non-cancellable by Tenant for any reason whatsoeveris in all respects subject and subordinate to the Head Lease and the Bond Mortgage Instrument, and, except as expressly provided in this Lease, Tenant, and to the extent now the Bond Mortgage Instrument or hereafter permitted by Applicable LawsHead Lease places burdens, waives all rights now restrictions or hereafter conferred by statute obligations on the Development Authority or otherwise to quitLessor, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property case may be, in excess of or any part thereof is varying from the burdens and obligations on Lessee hereunder, Lessee agrees, in addition to its obligations hereunder, that it shall perform, satisfy and comply with such burdens, restrictions and obligations. Lessor and Lessee acknowledge and agree that the provisions of this Section 6.1 have been specifically reviewed and subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawnegotiation.

Net Lease. Rent (a) It is the intention of the parties hereto that the obligations of Tenant hereunder shall be absolutely net separate and independent covenants and agreements, and that Basic Rent, Additional Rent, Non-Rent Monetary Obligations and all other sums payable by Tenant hereunder shall continue to Landlord so be payable in all events, and that this Lease the obligations of Tenant hereunder shall yield continue unaffected, unless the requirement to Landlord pay or perform the full amount of the installments or amounts of Rent throughout the Term, subject same shall have been terminated pursuant to any other provisions an express provision of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3)Lease. This Lease is a net leaseLease and Basic Rent, andAdditional Rent, except to the extent otherwise expressly specified in this Lease, it is agreed Non-Rent Monetary Obligations and intended that Rent all other sums payable hereunder by Tenant shall be paid without noticenotice or demand, demandand without setoff, counterclaim, setoffrecoupment, deduction, or defense and without abatement, suspension, deferment, diminution, deduction, reduction or reduction defense, except as otherwise specifically set forth herein. This Lease shall not terminate and that Tenant’s obligation Tenant shall not have any right to pay all such amounts, throughout terminate this Lease during the Term and all applicable Renewal Terms, is absolute and unconditional, and(except as otherwise expressly provided herein). Tenant agrees that, except to the extent as otherwise expressly specified in provided herein, it shall not take any action to terminate, rescind or avoid this Lease, Lease notwithstanding (i) the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustmentreadjustment, liquidation, dissolution, liquidation, winding-up or other like proceedings relating to Tenant or proceeding affecting Landlord, (ii) the exercise of any other Personremedy, or including foreclosure, under the Mortgage, (iii) any action taken with respect to this Lease (including the disaffirmance hereof) which may be taken by Landlord under the Federal Bankruptcy Code or by any trustee trustee, receiver or receiver liquidator of Landlord or by any court under the Federal Bankruptcy Code or otherwise, (iv) the Taking of the Leased Premises or any portion thereof (except as specifically provided in Section 12(b) below), (v) the prohibition or restriction of Tenant's use of the Leased Premises under any Legal Requirement or otherwise, (vi) the destruction of the Leased Premises or any portion thereof, (vii) the eviction of Tenant from possession of the Leased Premises, by paramount title or otherwise, or (viii) default by Landlord hereunder or under any other agreement between Landlord and Tenant. Tenant waives all rights which are not expressly stated herein but which may now or hereafter otherwise be conferred by law to quit, terminate or surrender this Lease or any of the Leased Premises; to any setoff, counterclaim, recoupment, abatement, suspension, deferment, diminution, deduction, reduction or defense of or to Basic Rent, Additional Rent, Non-Rent Monetary Obligations or any other Personsums payable under this Lease, and for any statutory lien or by any courtoffset right against Landlord or its property, in any such proceeding; each except as otherwise expressly provided herein. (gb) any right Tenant shall pay directly to the proper authorities charged with the collection thereof all charges for water, sewer, gas, oil, electricity, telephone and other utilities or claim that Tenant has services used or might have against any Personconsumed on the Leased Premises during the Term, whether designated as a charge, tax, assessment, fee or otherwise, including, without limitation, Landlord (other than a monetary default) or any vendorwater and sewer use charges and taxes, manufacturerif any, contractor of or all such charges to be paid as the same from time to time become due. It is understood and agreed that Tenant shall make its own arrangements for the installation or provision of all such utilities and that Landlord shall be under no obligation to furnish any utilities to the Leased Property; (h) Premises and shall not be liable for any interruption or failure on in the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or supply of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of such utilities to the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawPremises.

Net Lease. Rent This Lease shall constitute a net lease. It is the --------- further express intent of Lessor and Lessee that the obligations of Lessor and Lessee hereunder shall be absolutely net separate and independent covenants and agreements and that the Basic Rent and Supplemental Rent, and all other charges and sums payable by Lessee hereunder, shall commence at the times provided herein and shall continue to Landlord so that be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection therewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable LawsRequirements of Law, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon- compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or Release from, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (div) any defect in title to or rights to the Leased Property or any lien Lien on such title or rights to or on the Leased PropertyProperty (other than Lessor Liens); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by the Lessor, the Agent or any PersonParticipant; (fvi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant the Lessee, the Lessor, the Agent, any Participant, or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation the Lessor, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property, the Agent or any Participant; (hviii) any failure on the part of Landlord or any other Person the Lessor to perform or comply with any of the terms of this Lease, any other Operative Document or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise against or by Tenant the Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (jx) the impossibility or illegality of performance by Tenant or Landlordthe Lessee, the Lessor or both; (kxi) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (lxii) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, construction on or quiet enjoyment any use of the Leased Property or otherwiseany part thereof; or (mxiii) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided, however, . The parties intend that the foregoing obligations of the Lessee hereunder shall not apply be covenants and agreements that are separate and independent from any obligations of the Lessor hereunder or be construed to restrict Tenant’s rights under any other Operative Documents and the obligations of the Lessee shall continue unaffected unless such obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. (a) This Lease is a net lease and, any present or future law to the contrary notwithstanding, shall not terminate except as otherwise expressly provided herein, nor shall Tenant be entitled to any abatement, reduction, diminution, set-off, counterclaim, defense (except for the defense that the performance or payment has been made) or deduction with respect to any Basic Rent, Additional Rent or other sums payable hereunder, nor shall Tenant be absolutely net excused from the performance of its obligations hereunder, by reason of: any damage to Landlord so that this Lease shall yield to Landlord the full amount or destruction of the installments Premises or amounts any portion thereof; any defect in the condition, design, operation or fitness for use of Rent throughout the TermPremises or any portion thereof; any taking of the Premises or any part thereof by condemnation or otherwise; any prohibition, subject to limitation, interruption, cessation, restriction or prevention of Tenant's use, occupancy or enjoyment of the Premises, or any interference with such use, occupancy or enjoyment by any person; any eviction by paramount title or otherwise; any default by landlord hereunder or under any other provisions agreement; the impossibility or illegality of this Lease which expressly provide otherwise performance by Landlord, Tenant or both; any action of any governmental authority (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, changes in Legal Requirements); construction on or abatement renovation of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, Premises; or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect failure in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property Premises to comply with all Applicable Lawsapplicable laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction ofLegal Requirements, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing. All costs, whether foreseeable expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof which may arise or unforeseeable, become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not Tenant the same shall have notice become payable during the Term or knowledge of any thereafter) shall be paid by Tenant. It is the purpose and intention of the foregoing; provided, however, parties to this Lease that the foregoing Basic Rent, Additional Rent and other sums payable to Landlord hereunder shall not apply or be construed absolutely net to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, and that this Lease shall be non-cancellable by Tenant for any reason whatsoeveryield, andnet to Landlord, except the Basic Rent, Additional Rent, and other sums payable to Landlord as expressly provided in this Lease. The parties intend that the obligations of Tenant hereunder shall be separate and independent covenants and agreements and shall continue unaffected unless such obligations shall have been modified or terminated pursuant to an express provision of this Lease. (b) Tenant shall remain obligated under this Lease in accordance with its terms and shall not take any action to terminate, Tenantrescind or avoid this Lease, notwithstanding any bankruptcy, insolvency, reorganization liquidation, dissolution or other proceeding affecting Landlord or any action with respect to the extent now this Lease which may be taken by any trustee, receiver or hereafter permitted liquidator or by Applicable Laws, any court. (c) Tenant waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease Lease, or to any diminutionabatement or deferment of Basic Rent, abatement, Additional Rent or reduction of Rent other sums payable hereunder. Except as specifically set forth in Tenant waives all rights to terminate this Lease, under no circumstances except in the case of a Total Condemnation, Major Condemnation or conditions shall Landlord be expected or required to make any payment Major Casualty in accordance with the provisions of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawArticle 3.

Net Lease. Rent The obligations of Tenant hereunder shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9separate and independent covenants and agreements, and (iii) those provisions for adjustmentBase Rent, refunding, or abatement of such Additional Rent and for the funding of Landlord’s obligations pursuant all other sums payable by Tenant hereunder shall continue to Section 14.3). This Lease is a net lease, and, be payable in all events and except to the extent as expressly provided otherwise expressly specified in this Lease, it and the obligations of Tenant hereunder shall continue during the Term, unless the requirement to pay or perform the same shall have been terminated pursuant to the provisions of Section 14 or Section 15. This is agreed an absolute net lease and intended that Base Rent, Additional Rent and all other sums payable hereunder by Tenant shall be paid without noticenotice or demand, demandand without setoff, counterclaim, setoffrecoupment, deduction, or defense and without abatement, suspension, defermentreduction or defense. This Lease is the absolute and unconditional obligation of Tenant, diminution, or reduction and that the obligations of Tenant under this Lease shall not be affected by any interference with Tenant’s obligation to pay all such amounts, throughout use of any of the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected Premises for any reason, including, without limitationbut not limited to, the following: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bi) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, to or destruction of, or of any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; Premises by any cause whatsoever (cexcept as expressly provided otherwise in Section 14), (ii) any restrictionCondemnation (except as expressly provided otherwise in Section 15), prevention(iii) the prohibition, limitation or curtailment of, or interference with, any restriction of Tenant’s use of any of the Leased Property or any part thereof includingPremises, without limitation, eviction; (div) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure default on the part of Landlord under this Lease or under any other agreement, (v) any latent or other defect in, or any other Person to perform theft or comply with loss of any of the terms Premises, (vi) any violation of Section 34 by Landlord (provided, that this LeaseSection 7.1(vi) shall not limit Tenant’s rights, if any, to seek injunctive relief against Landlord for violation of said Section 34), or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (mvii) any other occurrence whatsoevercause, whether similar or dissimilar to the foregoing, whether foreseeable any present or unforeseeablefuture Law to the contrary notwithstanding. Except as otherwise set forth herein, all costs and expenses (other than depreciation, interest on and amortization of debt incurred by Landlord, and costs incurred by Landlord in financing or refinancing the Premises) and other obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not the same shall become payable during the Term or thereafter) shall be paid and performed by Tenant. Tenant shall have notice or knowledge of any pay all expenses related to the maintenance and repair of the foregoing; providedPremises, however, that the foregoing and taxes and insurance costs. This Lease shall not apply or be construed terminate and Tenant shall not have any right to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, terminate this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, (except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate), or surrender this to axxxx Base Rent or Additional Rent during the Term. Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.– Friendswood SNF 10

Net Lease. Rent The obligations of Tenant hereunder shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9separate and independent covenants and agreements, and (iii) those provisions for adjustment, refunding, or abatement of such Base Rent and for Additional Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events, and the funding obligations of Landlord’s obligations pursuant to Section 14.3)Tenant hereunder shall continue during the term without setoff, counterclaim, recoupment, abatement, suspension, reduction or defense. This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditionalunconditional obligation of Tenant, and, except to and the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder under this Lease shall in no way not be released, discharged, or otherwise affected by any interference with Tenant's use of any of the Premises for any reason, including, without limitationbut not limited to, the following: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bi) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or release from, theft, scrapping, scrapping or destruction of, of or any requisition or taking ofof any portion of the Premises or any part thereof by any cause whatsoever, (ii) any condemnation, (iii) any defect in the Leased Property condition, merchantability, design, construction, quality or fitness for use of the Premises or any part thereof, or the failure of the Premises to comply with any environmental conditions legal requirements, including any inability to occupy or use any such Premises by reason of such non-compliance, (iv) any eviction by paramount title or otherwise, (v) Tenant's acquisition of ownership of any of the Premises other than pursuant to an express provision of this Lease, (vi) any default on the Leased Property part of Landlord under this Lease or under any property in the vicinity of the Leased Property; other agreement, (cvii) any restriction, prevention, prevention or curtailment of, of or interference with, with the construction on or any use of any portion of the Leased Property Premises or any part thereof includingincluding eviction, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (eviii) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; Landlord or Tenant, (fix) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Landlord, Tenant or any other Personperson, or any action taken with respect to this Lease by any trustee or receiver of Landlord, Tenant or any other Personperson, or by any court, in any such proceeding; , (gx) any right or claim that Tenant has or might have against any Personperson, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for any portion of the Leased Property; Premises, (hxi) any failure on the part of Landlord invalidity or any other Person to perform unenforceability or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, illegality or disaffirmance of this Lease by operation of law or otherwise any provision thereof or hereof against or by Tenant Landlord or any provision hereof; Tenant, (jxii) the impossibility or illegality of performance by Landlord, Tenant or Landlordeither of them, or both; (kxiii) any action by any court, administrative agency, agency or other Government Agencies; governmental authority, (lxiv) any interference, interruption, defect or cessation delay in the use, possession, or quiet enjoyment construction of the Leased Property Building or otherwise; any failure of the Building to be constructed or (mxv) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply . Tenant hereby specifically waives any and all rights arising from or be construed to restrict Tenant’s rights in the event of connection with any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent occurrence whatsoever which may now or hereafter permitted be conferred upon it by Applicable Laws, waives all rights now law (x) to surrender or hereafter conferred by statute or otherwise to quit, terminate, or surrender terminate this Lease or (y) entitle Tenant to any diminution, abatement, reduction, suspension or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part deferment of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawRent.

Net Lease. Landlord and Tenant each state and represent that it is their respective intention that this Lease be interpreted and construed as an absolute net lease, and all Base Rent and Additional Rent shall be paid by Tenant to Landlord without abatement, deduction, diminution, deferment, suspension, reduction or setoff, and the obligations of Tenant shall not be affected by reason of damage to or destruction of the Demised Premises from whatever cause (except as provided for in Section 13.6 hereof); nor shall the obligations of Tenant be affected by reason of any condemnation, eminent domain or like proceedings (except as provided in Article XIV hereof), nor shall the obligations of Tenant be affected by reason of any other cause whether similar or dissimilar to the foregoing or by any laws or customs to the contrary. It is the further express intent of Landlord and Tenant that, (a) the obligations of Landlord and Tenant hereunder) shall be separate and independent covenants and agreements and that the Base Rent and Additional Rent and all other charges and sums payable by Tenant hereunder shall commence at the times provided herein and shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease; (b) all costs or expenses of whatsoever character or kind, general or special, ordinary or extraordinary, foreseen or unforeseen, and of every kind and nature whatsoever that may be necessary or required in and about the Demised Premises or any portion thereof, and Tenant's possession or authorized use thereof during the term of this Lease, shall be paid by Tenant, and all provisions of this Lease are to be interpreted and construed in light of the intention expressed in this Section 11.1; (c) the Base Rent specified in Section 3.1 shall be absolutely net to Landlord so that this Lease shall yield net to Landlord the full amount of Base Rent specified in Section 3.1 in each year during the installments or amounts of Rent throughout the Term, subject to any other provisions term of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, unless extended or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3renewed at a different Base Rent). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights all Impositions, insurance premiums, utility expense, repair and maintenance expense, and all other costs, fees, interest, charges, expenses, reimbursements and obligations of every kind and nature whatsoever relating to the Leased Property Demised Premises or any lien on such title portion thereof which may arise or rights to become due during the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance term of this Lease by operation of law or otherwise against any extension or renewal thereof shall be paid or discharged by Tenant or any provision hereofas Additional Rent; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent This Lease shall constitute a net lease. It is the further express intent of Lessor and Lessee that the obligations of Lessor and Lessee hereunder shall be absolutely net separate and independent covenants and agreements and that the Basic Rent and Supplemental Rent, and all other charges and sums payable by Lessee hereunder, shall commence at the times provided herein and shall continue to Landlord so that be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection therewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable LawsRequirements of Law, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or Release from, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (div) any defect in title to or rights to the Leased Property or any lien Lien on such title or rights to or on the Leased PropertyProperty (other than Lessor Liens); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by the Lessor, the Agent or any PersonParticipant; (fvi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation the Lessor, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property, the Agent or any Participant; (hviii) any failure on the part of Landlord or any other Person the Lessor to perform or comply with any of the terms of this Lease, any other Operative Document or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise against or by Tenant the Lessee or any provision hereof; (j) the impossibility of performance by Tenant hereof or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.other Operative Documents

Net Lease. Rent shall be absolutely net to Landlord so that this This Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Termconstitute a net lease and, subject to notwithstanding any other provisions provision of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent Interim Rent, Basic Rent, Supplemental Rent, the Lease Balance and all other amounts due and payable hereunder by Tenant under the Operative Documents shall be paid without notice, demand, counterclaim, setoff, deduction, deduction or defense of any kind and without abatement, suspension, deferment, diminution, diminution or reduction of any kind, and that Tenantthe Lessee’s obligation to pay all such amounts, amounts throughout the Lease Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective . The obligations and liabilities of Tenant and Landlord the Lessee hereunder shall shall, to the fullest extent permitted by Applicable Laws, in no way be released, discharged, discharged or otherwise affected for any reason, reason (other than the indefeasible payment or performance in full of such liability or obligation) including, without limitation: (a) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part portion thereof, or the any failure of the Leased Property or any portion thereof to comply with all Applicable Laws, including, without limitation, Laws including any inability to occupy or use the Leased Property or any portion thereof by reason of such noncompliancenon-compliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, contamination of or Release from or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Propertyportion thereof including eviction; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof includingportion thereof, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien portion thereof or any Lien on such title or rights to or on the Leased PropertyProperty or any portion thereof; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Personthe Lessor; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant the Lessee, the Lessor or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, the Lessor or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant the Lessee has or might have against any Person, including, without limitation, Landlord (other than a monetary default) including the Lessor or any vendor, manufacturer, contractor Indemnitee arising from any of or for the Leased Propertycircumstances set forth in this sentence (but will not constitute a waiver of such claim); (h) any failure on the part of Landlord or any other Person the Lessor to perform or comply with any of the terms of this Lease, any other Operative Document or of any other agreementagreement whether or not related to the Overall Transaction; (i) any invalidity, unenforceability, rejection, invalidity or unenforceability or disaffirmance against or by the Lessee of this Lease by operation of law or otherwise against or by Tenant or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (j) the impossibility of performance by Tenant or Landlordthe Lessee, the Lessor or both; (k) any action by any court, administrative agency, agency or other Government AgenciesAuthority; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment construction of the Leased Property New Improvements or otherwiseany Alterations; (m) the failure of the Lessee to achieve any accounting or tax benefits or the characterization of the transaction intended by Section 2.12 of the Participation Agreement; or (mn) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in Article XIII or Section 20.1 of this Lease, this Lease shall be non-cancellable noncancellable by Tenant the Lessee for any reason whatsoever, and, except as expressly provided in this Lease, Tenantwhatsoever and the Lessee, to the fullest extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Lease, or to any diminution, abatement, abatement or reduction of Rent payable by the Lessee hereunder. Except If for any reason whatsoever this Lease shall be terminated or amended in whole or in part by operation of law or otherwise, except as specifically set forth expressly provided in Article XIII or Section 20.1 of this Lease, the Lessee shall, unless prohibited by Applicable Laws, pay to the Lessor (or, in the case of Supplemental Rent, to whomever shall be entitled thereto) a compensation in an amount equal to each Rent payment (including the Lease Balance and any other amount due and payable under no circumstances any Operative Documents) at the time and in the manner that such payment would have become due and payable under the terms of this Lease if it had not been terminated or conditions shall Landlord be expected amended in whole or required to make in part. Each payment of Rent including any payment of any kind the Lease Balance and Break Even Price made by the Lessee hereunder shall be final and, absent manifest error in the computation of the amount thereof, the Lessee shall not seek or have any obligations with respect right to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of recover all or any part of such payment from the Lessor or any party to any agreements related thereto for any reason whatsoever. Lessee assumes the sole responsibility for the condition, use, operation, maintenance, and management of the Leased Property, so long as Property and the Lessor shall have no responsibility in respect thereof and shall have no liability for damage to the Leased Property or the property relating thereto of the Lessee or any part thereof is subject subtenant of the Lessee on any account or for any reason whatsoever. Without affecting the Lessee’s obligation to this Leasepay Interim Rent, Basic Rent, Supplemental Rent, the Lease Balance and Tenant expressly waives all other amounts due and payable under the right Operative Documents or to perform its obligations under the Operative Documents, the Lessee may, notwithstanding any other provision of the Operative Documents (other than Section 8.11 of the Participation Agreement), seek damages of any kind or any other remedy at law or equity against the Lessor for such action at willful misconduct or gross negligence or negligence in the expense handling of Landlord pursuant to any lawfunds or for a breach by the Lessor of its obligations under this Lease or the other Operative Documents.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is intended to be, and shall be construed as, a net lease, and, except to the extent as otherwise expressly specified provided in this Lease. Except as otherwise expressly provided in this Lease, it is agreed and intended that Rent payable hereunder by any present or future law to the contrary notwithstanding, this Lease shall not terminate, nor shall Tenant shall be paid without noticeentitled to any abatement, demandreduction, set-off, counterclaim, setoffdefense or deduction with respect to any Fixed Rent, deductionadditional rent or other sum payable hereunder, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout nor shall the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationby reason of: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bi) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, to or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased PropertyPremises; (cii) any restriction, prevention, or curtailment of, or interference with, any use taking of the Leased Property Premises or any part thereof includingby condemnation or otherwise; (iii) any prohibition, without limitation, evictionrestriction or prevention of Tenant’s use, occupancy or enjoyment of the Premises, or any interference with such use, occupancy or enjoyment by any person; any default by Landlord hereunder or under any other agreement; (div) the impossibility or illegality of performance by Landlord, Tenant or both; (vi) any defect in title to action of any governmental authority; or rights (vi) any other cause whether similar or dissimilar to the Leased Property foregoing. The parties intend that the obligations of Tenant hereunder shall be separate and independent covenants and agreements and shall continue unaffected unless such obligations shall have been modified or terminated pursuant to an express provision of this Lease. Tenant shall remain obligated under this Lease in accordance with its terms and shall not take any lien on such title action to terminate, rescind or rights to the Leased Property; (e) any changeavoid this Lease, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) notwithstanding any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, dissolution or other like proceedings relating to Tenant proceeding affecting Landlord or any other Person, assignee of Landlord or any action taken with respect to this Lease which may be taken by any trustee trustee, receiver or receiver of Tenant or any other Person, liquidator or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, Tenant waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease Lease, or to any diminutionabatement or deferment of Fixed Rent, abatement, additional rent or reduction of Rent other sums payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent (a) This Lease shall be deemed and construed to be a "net lease", and Tenant shall pay to Lessor, absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions term of this Lease which expressly provide otherwise Lease, the Rent and other payments hereunder, free of any charges, assessments, impositions or deductions of any kind (including, without limitationbeing limited to, (iany sales tax on Rent) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, deduction or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, set-off except to the extent as otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeableprovided herein, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions conditions, whether now existing or hereafter arising, or whether beyond the present contemplation of the parties, shall Landlord be expected or required to make any payment of any kind whatsoever or be under any other obligation or liability hereunder except as herein otherwise expressly set forth or have any obligations with respect as may be required by law. (b) Except to the useextent expressly provided for herein, possessionno happening, controlevent, maintenanceoccurrence or situation during the term of this Lease, alterationwhether foreseen or unforeseen, rebuildingand however extraordinary, replacingshall permit Tenant to quit the Demised Premises or surrender or terminate this Lease or shall relieve Tenant from any of the covenants, repairagreements, restorationterms, provisions, conditions and limitations contained herein on its part to be observed, performed or complied with, and Tenant waives any rights now or hereafter conferred upon it by statute, proclamation, decree or order, or operation of all otherwise, to quit the Demised Premises, or any part thereof, to surrender or terminate this Lease or to claim any abatement, diminution, reduction or suspension of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, Rent and Tenant expressly waives the right to perform other charges payable hereunder on account of any such action at the expense of Landlord pursuant to any lawhappening, event, occurrence or situation.

Net Lease. Rent shall be This is an absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except as otherwise specifically provided herein, this lease shall not terminate nor shall Tenant have any right to the extent otherwise expressly specified terminate this lease except as provided in this Lease, it is agreed and intended that Rent payable hereunder by paragraph "70" or paragraph "64"; nor shall Tenant shall be paid without notice, demand, counterclaim, setoffentitled to any abatement, deduction, or defense and without abatement, suspension, deferment, diminutionsuspension or reduction of, or reduction and that Tenant’s obligation to pay all such amountssetoff, throughout the Term and all applicable Renewal Termsdefense or counterclaim against, is absolute and unconditionalany rentals, andcharges, except to the extent otherwise expressly specified in or other sums payable by Tenant under this Lease, lease; nor shall the respective obligations of Landlord and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for by reason of damage to or destruction of the demised premises from whatever cause, any reasontaking by condemnation or eminent domain, including, without limitation: (a) any defect in the condition, merchantability, design, quality, lawful or fitness for unlawful prohibition of Tenant's use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking ofdemised premises, the Leased Property interference with such use by any persons, corporations or any part thereofother entities unrelated to Landlord, or any environmental conditions on it being the Leased Property or any property intention that the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements and that the annual rental, additional rent and all other charges and sums payable by Tenant hereunder shall continue to be payable in all events unless the vicinity of obligations to pay the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights same shall be terminated pursuant to the Leased Property express provisions of this lease; and Tenant covenants and agrees that it will remain obligated under this lease in accordance with its terms, and that it will not take any action to terminate, cancel, rescind or any lien on such title or rights to void this lease, notwithstanding the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustmentreadjustment, liquidation, dissolution, liquidationwinding up or other proceedings affecting Landlord or any assignee of, or other like proceedings relating to Tenant or any other Personsuccessor to, or Landlord, and notwithstanding any action taken with respect to this Lease lease that may be taken by any a trustee or receiver of Tenant Landlord or any other Personassignee of, or successor to, Landlord or by any court, court in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments No Set-off or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3)Deductions. This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed . ----------------------------------- Lessee acknowledges and intended agrees that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation its obligations to pay all such amounts, throughout Rent due and owing under the Term and all applicable Renewal Terms, is terms hereof shall be absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations unconditional and liabilities of Tenant and Landlord hereunder shall in no way not be released, discharged, or otherwise affected for by any reasoncircumstance whatsoever, including, without limitation: limitation (a) any set-off, counterclaim, recoupment, defense or other right which Lessee may have against Lessor or anyone else for any reason whatsoever, (b) any defect in the conditiontitle, merchantabilityairworthiness, design, qualityeligibility for registration under the Federal Aviation Act, or fitness for use any damage to or loss or destruction of, the Aircraft, or any interference, interruption or cessation in or prohibition of the Leased Property use or possession thereof by Lessee for any part thereof, or the failure of the Leased Property to comply with all Applicable Lawsreason whatsoever, including, without limitation, any inability to occupy such interference, interruption, cessation or use prohibition resulting from the Leased Property by reason act of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, governmental authority or any requisition or taking ofviolation by Lessor of Section 18 hereof, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restrictionliens, preventionencumbrances or rights of others with respect to the Aircraft, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to the invalidity or rights to the Leased Property unenforceability or lack of due authorization or other infirmity of this Lease or any lien on such title lack of right, power or rights authority of Lessor or Lessee to the Leased Property; enter into this Lease, (e) any changeinsolvency, waiverbankruptcy, extensionreorganization or similar proceedings by or against Lessee, indulgenceLessor, or any other action person, or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, cause whether similar or dissimilar to the foregoing, whether foreseeable any present or unforeseeablefuture law notwithstanding, and whether or not Tenant shall have notice or knowledge of any it being the intention of the foregoing; provided, however, parties hereto that all Rent payable by Lessee hereunder shall continue to be payable in all events in the foregoing manner and at the times provided herein. Such Rent shall not apply be subject to any abatement and the payments hereof shall not be subject to any set-off or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant reduction for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now including any present or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender future claims of Lessee against Lessor under this Lease or otherwise. Each Rent payment made pursuant to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions Lease by Lessee shall Landlord be expected or required final and Lessee will not seek to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of recover all or any part of the Leased Propertysuch payment from Lessor or for any reason whatsoever. If for any reason whatsoever this Lease shall be terminated in whole or in part by operation of law or otherwise, so long except as the Leased Property specifically provided herein or any part thereof is subject as otherwise agreed, Lessee nonetheless agrees to this Lease, pay to Lessor an amount equal to each payment of Basic Rent and Tenant expressly waives the right to perform any such action Supplemental Rent due hereunder at the expense time such payment would have become due and payable in accordance with the terms hereof had this Lease not been terminated in whole or in part. The obligation of Landlord pursuant Lessee in this Section 6.2 shall survive the expiration or the termination of this Lease other than in accordance with its terms. To the extent permitted by Applicable Law. Lessee hereby waives any rights which it may now have or which may be conferred upon it, by statute or otherwise, to any lawterminate, cancel, quit or surrender this Lease except in accordance with the terms hereof.

Net Lease. Rent The obligations of Tenant hereunder shall be absolutely net separate and independent covenants and agreements, and Base Rent, Additional Rent and all other sums payable by Tenant hereunder shall continue to Landlord so that this Lease be payable in all events, and the obligations of Tenant hereunder shall yield to Landlord the full amount of the installments or amounts of Rent throughout continue during the Term, subject unless the requirement to any other pay or perform the same shall have been terminated pursuant to the provisions of this Lease which expressly provide otherwise (includingSection 14.4 or Section 15. This is an absolutely net lease and Base Rent, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Additional Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent all other sums payable hereunder by Tenant shall be paid without noticenotice or demand, demandand without setoff, counterclaim, setoffrecoupment, deduction, or defense and without abatement, suspension, defermentreduction or defense. This Lease is the absolute and unconditional obligation of Tenant, diminution, or reduction and that the obligations of Tenant under this Lease shall not be affected by any interference with Tenant’s obligation to pay all such amounts, throughout use of any of the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected Premises for any reason, including, without limitationbut not limited to, the following: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (bi) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, to or destruction of, or of any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; Premises by any cause whatsoever (cexcept as otherwise expressly provided in Section 14.4), (ii) any restrictionCondemnation (except as otherwise expressly provided in Section 15), prevention(iii) the prohibition, limitation or curtailment of, or interference with, any restriction of Tenant’s use of any of the Leased Property or Premises, (iv) Tenant’s acquisition of ownership of any part thereof includingof the Premises other than pursuant to an express provision of this Lease, without limitation, eviction; (dv) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure default on the part of Landlord under this Lease or under any other agreement, (vi) any latent or other defect in, or any other Person to perform theft or comply with loss of any of the terms Premises, (vii) any violation of Section 34 by Landlord (provided, that this LeaseSection 7.1(vii) shall not limit Tenant’s rights, if any, to seek injunctive relief against Landlord for violation of said Section 34), or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (mviii) any other occurrence whatsoevercause, whether similar or dissimilar to the foregoing, whether foreseeable any present or unforeseeablefuture Law to the contrary notwithstanding. Except as otherwise set forth herein, all costs and expenses (other than depreciation, interest on and amortization of debt incurred by Landlord, and costs incurred by Landlord in financing or refinancing the Premises) and other obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof which may arise or become due and payable with respect to the period which ends on the expiration or earlier termination of the Term in accordance with the provisions hereof (whether or not the same shall become payable during the Term or thereafter) shall be paid and performed by Tenant. Tenant shall have notice or knowledge of any pay all expenses related to the maintenance and repair of the foregoing; providedPremises, however, that the foregoing and taxes and insurance costs. This Lease shall not apply or be construed terminate and Tenant shall not have any right to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, terminate this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, (except as otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate), or surrender this Lease to xxxxx Base Rent or to any diminution, abatement, or reduction of Additional Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to during the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawTerm.

Net Lease. Rent shall (a) This lease is intended to be absolutely net to Landlord so a Net Lease in that this Lease shall yield to Landlord it is the full amount intention of the installments parties hereto that rent payable to the Lessor shall not be reduced by any cost or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9charge whatsoever, and (iii) those provisions that all expenses and charges, whether for adjustmentupkeep, refundingmaintenance, insurance, taxes, utilities and other charges of a like nature or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net leasetype or otherwise, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without noticeby Lessee. (b) Lessee agrees that it will pay and discharge punctually, demandeach and every cost, counterclaimexpense and obligation of every kind and nature whatsoever, setoff, deductionfor the payment of which Lessor is, or defense and without abatementshall or may be or become, suspension, deferment, diminutionliable by reason of its estate or interest in the leased premises, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part portion thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrappingrights or interest of Lessor in or under this lease, or destruction of, by reason of or in any requisition manner connected with or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity arising out of the Leased Property; (c) any restrictionownership, preventionpossession, leasing, operations management, maintenance, alteration, repair, rebuilding, use or curtailment of, or interference with, any use occupancy of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Personleased premises, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, reason whether similar or dissimilar to the foregoing, whether foreseeable foreseen or unforeseeableunforeseen, and whether connected with or not Tenant shall have notice or knowledge of any arising out of the foregoingleased premises or this lease; provided, however, that nothing herein shall be construed as obligating Lessee to pay or discharge any lien or encumbrance upon the leased premises existing as of the date hereof or hereafter created by Lessor. Lessee further agrees that it will pay and discharge punctually as and when the same shall become due and payable, at least five (5) days before delinquency and without penalty, all real estate taxes, taxes upon or measured by rents, personal property taxes, privilege taxes, excise taxes, business and occupational license taxes, water charges, sewer charges, assessments (including, but not limited to, assessments for public improvements or benefits) and all other governmental taxes, impositions and charges of every kind and nature whatsoever, whether or not now customary or within the contemplation of the parties hereto and regardless of whether the same shall be extraordinary or ordinary, general or special, unforeseen or foreseen, or similar or dissimilar to any of the foregoing shall not apply or be construed (each such tax, water charge, sewer charge, assessment and other governmental imposition and charge which Lessee is obligated to restrict Tenant’s rights in pay hereunder being herein sometimes termed "Tax"), which, at any time during the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Leaseterm hereof, this Lease shall be non-cancellable or become due and payable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now Lessor or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminateLessee, or surrender this Lease by both Lessor and Lessee, and which shall be levied, assessed or to any diminution, abatementimposed: (1) upon or with respect to, or reduction shall be or become liens upon, the leased premises or any portion thereof or any interest of Rent Lessor therein or under this lease; or (2) upon or against, or which shall be measured by, or shall be or become liens upon, any rents or rental income, as such, payable hereunder. Except as specifically set forth to or on behalf of Lessor, in this Lease, under no circumstances connection with the leased premises or conditions shall Landlord be expected any interest of Lessor therein; (3) upon or required to make any payment of any kind hereunder or have any obligations with respect to the useownership, possession, controlleasing, operation, management, maintenance, alteration, repair, rebuilding, replacinguse or occupancy by Lessee of the leased premises or any portion thereof or any building or improvement located thereon; or (4) upon this transaction or any document to which Lessee is a party creating or transferring an interest or an estate in the leased premises; or (5) upon or against Lessor any interest of Lessor in the leased premises in any manner and for any reason whether similar or dissimilar to the foregoing; under or by virtue of any present or future law, repairstatute, restorationordinance, regulation or other requirement of any governmental authority whatsoever, whether federal, state, county, city, municipal or otherwise, it being the intention of the parties hereto that, insofar as the same may lawfully be done, the provisions of this Paragraph should be so construed to provide that the amount of rental reserved to Lessor under Paragraph 3 of this lease shall be net to Lessor. (c) If by law any tax or assessment with respect to the leased premises is payable, or operation may at the option of Lessee be paid, in installments, Lessee may, whether or not interest shall accrue on the unpaid balance thereof, pay the same, and any accrued interest or any unpaid balance thereof, in installments as each installment becomes due and payable, but in any event before any fine, penalty, interest or cost may be added thereto for nonpayment of any installment or interest. (d) Lessee covenants to furnish to Lessor, at least once in each calendar year during the term of this lease, a certificate of an authorized officer of Lessee to the effect that all Taxes with respect to the leased premises have been paid. If Lessee shall fail to pay and discharge any Tax when and as required by this Paragraph, Lessor may, but shall not be obligated to, pay and discharge such Tax. (e) Any provision in this lease to the contrary notwithstanding, Lessee shall not be required to pay, discharge, or remove any Tax (including penalties and interest) , upon or against the leased premises, or any part thereof, so long as Lessee shall in good faith contest the same or the validity thereof by appropriate legal proceedings, and shall give Lessor prompt notice in writing of its intention to do so at least ten (10) days before any delinquency occurs, and so long as said legal proceedings shall operate to prevent the collection of the tax, assessment, forfeiture, lien or imposition so contested, and/or the sale of the leased premises, or any part thereof, to satisfy the same. Pending any such legal proceedings Lessor shall not have the right to pay, remove or discharge such Tax thereby contested; provided Lessee shall, upon the written request of Lessor, protect and indemnify Lessor against all loss, cost, expense and damage resulting therefrom; and provided further, that if at any time payment of such Tax shall become necessary to prevent the delivery of a tax deed conveying the leased premises or any portion thereof because of nonpayment, then Lessor may, but shall not be required to, pay the same in sufficient time to prevent the delivery of such tax deed. In the event of any such contest, Lessee shall, within five (5) days after the final determination thereof, adversely to Lessee, pay and discharge the amounts involved in or affected by such contest, together with any penalties, fines, interest, costs and expenses that may have accrued thereon or that may result from any such action by Xxxxxx. Any proceeding or proceedings for contesting the validity or amount of any Tax or to recover back any Tax paid by Xxxxxx, may be brought by Xxxxxx at Lessee s own expense, in the name of Lessor or in the name of Lessee, or both, as Lessee may deem advisable; provided, however, that if any such proceeding be brought by Lessee, Lessee shall indemnify and save harmless Lessor against any and all loss, cost or expense of any kind that may be imposed upon Lessor in connection therewith. (f) Notwithstanding any provision herein to the contrary: (1) Lessee shall not be obligated to pay any federal or state income or franchise tax that may be payable or chargeable to Lessor under the Internal Revenue Code or any other similar tax or charge that may be payable by or chargeable to Lessor, under any present or future law of the United States or any State thereof, or imposed by any other governmental agency, upon or imposed with respect to or measured by (aa) any income of Lessor unrelated to this lease and (bb) the rents reserved hereunder to the extent that the foregoing taxes are applicable to such rents and are similarly imposed upon the other ordinary non-rental income and profits of Lessor. Nor shall Lessee be obligated to pay any personal property tax levied upon or with respect to any personal property of Xxxxxx, or any inheritance, transfer estate, succession or other similar tax or charge that may be payable under any present or future law of the United States or the State of California, or imposed by any political or taxing subdivision thereof, or by any other governmental agency, by reason of the devolution, succession, transfer, passing by inheritance, devise, acquisition or becoming effective of the right to possession and enjoyment of all or any part of the Leased Propertyestate of Lessor in the premises or the leased premises, so long as the Leased Property whether by descent, deed, testamentary provision, trust deed, gift, mortgage, or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any lawotherwise.

Net Lease. It is the purpose of this Lease and intent of Landlord and Tenant that, except as specifically stated to the contrary in Section 2.5, all Rent shall be absolutely net to Landlord Landlord, so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout at all times during the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, abatement or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in offset. Under no way be released, discharged, or otherwise affected for any reason, including, without limitation: (a) any defect in the condition, merchantability, design, quality, or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoevercircumstances, whether similar now existing or dissimilar to the foregoing, whether foreseeable or unforeseeablehereafter arising, and whether or not Tenant shall have notice or knowledge of any beyond the present contemplation of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, andParties, except as may be otherwise expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions Landlord shall Landlord not be expected or required to incur any expense or make any payment of any kind hereunder or have any obligations with respect to this Lease or Tenant’s use or occupancy of the usePremises, possessionincluding any Improvements. Without limiting the foregoing, controlexcept as otherwise expressly provided in Sections 4.1.2 and 4.1.3, Tenant shall be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which Landlord would otherwise be or become liable by reason of Landlord’s estate or interests in the Premises and any Improvements, any rights or interests of Landlord in or under this Lease, or the ownership, leasing, operation, management, maintenance, alterationrepair, rebuilding, replacingremodeling, repairrenovation, restorationuse or occupancy of the Premises, any Improvements, or operation of any portion thereof. Except as may be specifically and expressly stated to the contrary in Section 2.5, (a) no occurrence or situation arising during the Term, nor any present or future Law, whether foreseen or unforeseen, and however extraordinary, shall relieve Tenant from its liability to pay all or any part of the Leased Property, so long as sums required by any of the Leased Property or any part thereof is subject to provisions of this Lease, and or shall otherwise relieve Tenant expressly waives the from any of its obligations under this Lease, or shall give Tenant any right to perform terminate this Lease in whole or in part; and (b) Tenant waives any rights now or hereafter conferred upon it by any existing or future Law to terminate this Lease or to receive any abatement, diminution, reduction or suspension of payment of such sums, on account of any such action at the expense of Landlord pursuant to occurrence or situation, provided that such waiver shall not affect or impair any law.right or remedy expressly provided Tenant under this Lease.‌

Net Lease. The Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments instalments or amounts of the Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (otherwise, including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, refunding or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3)15.3. This Lease is a net lease, lease and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, deduction or defense and without abatement, suspension, deferment, diminution, diminution or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, Extension Terms is absolute and unconditional, and, unconditional and except to the extent otherwise expressly specified in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, discharged or otherwise affected for any reason, including, including without limitation: (a) any defect in the condition, merchantability, design, quality, quality or fitness for use of the Leased Property or any part thereof, ; or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property by reason of such noncompliancenon-compliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, including eviction; (d) any defect in title to or rights to the Leased Property or any lien Lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, including without limitation, limitation Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, rejection or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, agency or other Government Agencies; (l) any interference, interruption, interruption or cessation in the use, possession, possession or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful wilful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable noncancellable by Tenant for any reason whatsoever, whatsoever and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, terminate or surrender this Lease or to any diminution, abatement, abatement or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, restoration or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent shall be absolutely net to Landlord so that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the Term, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except Notwithstanding anything to the extent otherwise expressly specified contrary which may be contained in this Lease, it this Lease is agreed an absolutely net lease to Landlord and intended that the Minimum Rent, Percentage Rent and all other sums payable hereunder by Tenant shall be paid without noticenotice or demand, demandand without set-off, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, deduction or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, anddefense of any kind whatsoever, except as may otherwise be expressly provided in paragraph 8.b. of this Lease. -------------- (ii) Notwithstanding anything to the extent otherwise expressly specified contrary which may be contained in this Lease, except as may otherwise be expressly provided in paragraph 8.b. -------------- of this Lease, this Lease shall not terminate, nor shall Tenant be entitled to ------------- the respective abatement of any rent hereunder or any reduction thereof, nor shall the obligations and liabilities of Tenant and Landlord hereunder shall in no way under this Lease be releasedotherwise affected, discharged, or otherwise affected for any reason, including, without limitationby reason of: (a1) any defect in damage to or the condition, merchantability, design, quality, destruction of all or fitness for use any part of the Leased Property Premises from whatever cause, or the taking of the Leased Premises or any portion thereof by condemnation, requisition or otherwise for any reason whatever, (2) prohibition, limitation or restriction of Tenant's use of all or any part thereofof the Leased Premises, or the failure interference with or prevention of such use by any person, (3) any title defect or encumbrance or any eviction by paramount title or otherwise, (4) any default on the part of Landlord under this Lease or under any other agreement to which Landlord and Tenant may be parties, or (5) any other cause whether similar or dissimilar to the foregoing, any present or future law to the contrary notwithstanding, it being the intention of the Leased Property parties hereto that the obligations of Tenant hereunder shall be separate and independent covenants and agreements, that the Minimum Rent, Percentage Rent and all other sums payable by Tenant hereunder shall continue to comply be payable in all events, and the obligations of Tenant hereunder shall continue to be payable in all events, and the obligations of Tenant hereunder shall continue unaffected, unless the requirement to pay or perform the same shall have been terminated pursuant to the express provisions of paragraph 8.b. of this Lease. ------------- (iii) Notwithstanding anything to the contrary which may be contained in this Lease, Tenant covenants and agrees that it will remain obligated under this Lease in accordance with all Applicable Lawsits terms, includingand that Tenant will not take any action to terminate, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrappingrescind, or destruction ofavoid this Lease, or any requisition or taking of, notwithstanding the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any use of the Leased Property or any part thereof including, without limitation, eviction; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustmentreadjustment, liquidation, dissolution, liquidation, winding-up or other like proceedings relating to Tenant proceeding affecting Landlord or any other Personassignee of Landlord in any such proceeding, or and, notwithstanding any action taken with respect to this Lease which may be taken by any trustee or receiver of Tenant Landlord or any other Personassignee of Landlord in any such proceeding, or by any court, court in any such proceeding; . (giv) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether similar or dissimilar Notwithstanding anything to the foregoing, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or contrary which may be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth contained in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as otherwise expressly provided in paragraph 8.b. of this ------------- Lease, Tenant, to the extent Tenant waives all rights which may now or hereafter permitted by Applicable Laws, waives all rights now or hereafter be conferred by statute or otherwise law (1) to quit, terminate, terminate or surrender this Lease or the Leased Premises or any part thereof, or (2) to any diminution, abatement, suspension, deferment or reduction of the Minimum Rent, Percentage Rent or any other sums payable hereunder. Except as specifically set forth in under this Lease, under no circumstances or conditions shall Landlord be expected or required . 3. Paragraph 3.a. of this Lease is hereby revised to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long read as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.follows:

Net Lease. Rent This Lease shall constitute a net lease. It is the further express intent of the Lessor and the Lessee that the obligations of the Lessor and the Lessee hereunder shall be absolutely net separate and independent covenants and agreements and that the Basic Rent and Supplemental Rent, and all other charges and sums payable by the Lessee hereunder, shall commence at the times provided herein and shall continue to Landlord so that be payable in all events unless the obligations to pay the same shall be terminated pursuant to an express provision in this Lease. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout defense (other than the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense of payment) with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection therewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part portion thereof, or the failure of the Leased Property to comply with all Applicable LawsRequirements of Law and Insurance Requirements, including, without limitation, including any inability to occupy or use the Leased Property or any portion thereof by reason of such noncompliancenon–compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of or Release from, theft, scrapping, scrapping or destruction of, or any requisition or taking of, of the Leased Property or any part portion thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, evictionportion thereof; (div) any defect in title to or rights to the Leased Property or any lien portion thereof or any Lien on such title or rights to or on the Leased PropertyProperty (other than Lessor Liens); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by the Lessor, the Agent or any PersonParticipant (other than the breach by the Lessor of its covenant of quiet enjoyment set forth in Section 5.1); (fvi) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, the Lessor, the Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation the Lessor, without limitationthe Existing Owner, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property, the Agent or any Participant; (hviii) any failure on the part of Landlord or any other Person the Lessor to perform or comply with any of the terms of this Lease, or of any other agreementOperative Document or any other agreement (other than the breach by the Lessor of its covenant of quiet enjoyment set forth in Section 5.1); (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise Lease, against or by Tenant the Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (jx) the impossibility or illegality of performance by Tenant or Landlordthe Lessee, the Lessor or both; (kxi) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (lxii) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, construction on or quiet enjoyment any use of the Leased Property or otherwiseany portion thereof; or (mxiii) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided, however, . The parties intend that the foregoing obligations of the Lessee hereunder shall not apply be covenants and agreements that are separate and independent from any obligations of the Lessor hereunder or be construed to restrict Tenant’s rights under any other Operative Document and the obligations of the Lessee shall continue unaffected unless such obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent This Lease is a net lease, and the rent payable under this Lease, or any other agreement between Tenant and the Authority shall be absolutely net to Landlord Authority at all times during the term of this Lease, so that this Lease shall yield to Landlord Authority the full amount of the installments or amounts of Rent rent throughout the Term, subject to any other provisions term of this Lease which expressly provide Lease. Unless otherwise (includingspecifically stated to the contrary herein, without limitationall costs, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4expenses, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9taxes, fees, charges, and (iii) those provisions for adjustmentother obligations of any character directly or indirectly relating to the Premises or the ownership, refundingpossession, use, occupation, operation, maintenance, repair, condition, alteration, improvement, or abatement replacement of such Rent and for the funding Premises which arise or become due or payable during the term of Landlord’s obligations pursuant to Section 14.3). This Lease is a net leasethis lease shall be paid by Tenant, and, except to the extent otherwise expressly specified whether or not specifically described in this Lease, it is agreed and intended that Rent payable hereunder by Tenant . The rent shall be paid to Authority when due and the other charges to be borne by Tenant under this Lease shall be paid when due, without noticedemand or notice (except as otherwise provided in this Lease), demandand without any abatement, deduction, diminution, suspension, interruption, deferment, or reduction by reason of any claim, set-off, counterclaim, setoff, deductiondefense, or defense any other reason whatsoever. Except as expressly provided in this Lease to the contrary, this Lease shall continue in full force and without abatementeffect during its full term, suspension, deferment, diminution, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Termscosts, is absolute expenses, taxes, fees, charges, and unconditional, and, except to the extent otherwise expressly specified in this Lease, the respective other obligations and liabilities of Tenant and Landlord hereunder under this Lease shall in no way not be released, discharged, or otherwise affected for any reason, including, without limitationby reason of: (a) any defect in the condition, merchantability, design, quality, damage to or fitness for use destruction of the Leased Property Premises or any part thereof or any condemnation of the Premises or any part thereof, or the failure of the Leased Property to comply with all Applicable Laws, including, without limitation, any inability to occupy or use the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, restriction or destruction of, prevention of or interference with any requisition or taking of, use of the Leased Property Premises or any part thereofthereof unless caused by the Authority, its employees, agents, contractors or any environmental conditions on anyone for whom the Leased Property or any property in the vicinity of the Leased PropertyAuthority is responsible; (c) any restrictioninconvenience or interruption or loss of business caused by any past, preventionpresent, or curtailment of, future legal requirements or interference with, any use of the Leased Property or any part thereof including, without limitation, evictioninsurance requirements; (d) any defect in title to or rights to the Leased Property or any lien on such title or rights to the Leased Property; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, or other like proceedings similar proceeding relating to Tenant or any other Person, Authority or any action taken with respect to this Lease lease by any trustee or receiver of Tenant or any other Person, Authority or by any court, in court of any such proceeding; (ge) any right or claim that which Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwiseAuthority; or (mf) any other occurrence whatsoever, whether similar or dissimilar to the foregoingforegoing and in each case, whether foreseeable or unforeseeable, and whether or not Tenant shall have notice or knowledge of any of the foregoing; provided, however, that the foregoing shall not apply or be construed to restrict Tenant’s rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.

Net Lease. Rent Each Lease created hereunder for any Items of Equipment shall be absolutely a net to Landlord so lease and Lessee acknowledges that this Lease shall yield to Landlord the full amount of the installments or amounts of Rent throughout the TermLessee's obligations thereunder, subject to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminution, or reduction and that Tenant’s its obligation to pay all such amountsRent, throughout the Term and all applicable Renewal Terms, is shall be absolute and unconditional, unconditional and, except as provided in Section 14 hereof, Lessee shall not be entitled to the extent otherwise expressly specified in this Leaseany abatement, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be releasedreduction, dischargeddefense, counterclaim, set-off, or otherwise affected for any reasonrecoupment, including, without limitation: (a) , abatements, deductions or set-offs due or alleged to be due by reason of any defect in the conditionpast, merchantability, design, qualitypresent or future claim of Lessee under any Lease, or fitness for use any other agreement, contract or undertaking, against Lessor, any assignee of Lessor, or any vendor or manufacturer of the Leased Property Equipment. Provided, however, that nothing herein shall limit Lessee's right to pursue any claims that it may have against Lessor or any part thereofother party in any appropriate manner. Except as otherwise expressly provided herein, such Leases shall not terminate, nor the obligations of Lessee or the failure of the Leased Property to comply with all Applicable LawsLessor thereunder be otherwise affected, for any reason whatsoever, including, without limitation, any inability to occupy or use defect in the Leased Property by reason of such noncompliance; (b) any damage to, removal, abandonment, salvage, loss, condemnation, theft, scrapping, or destruction of, or any requisition or taking of, the Leased Property Equipment or any part thereof, or Items thereof or Lessor's title thereto or any environmental conditions on the Leased Property damage to or any property in the vicinity destruction or loss of the Leased Property; (c) any restriction, prevention, or curtailment of, or interference with, any with the possession or use of the Leased Property any Items of Equipment from any cause whatsoever (except for losses caused by Lessor); any liens, encumbrances or rights of others with respect to all or any part thereof including, without limitation, evictionof the Equipment; (d) any defect in title to the invalidity or rights to the Leased Property unenforceability or lack of due authorization of this Agreement or any lien on such title or rights to the Leased PropertyLease; (e) any change, waiver, extension, indulgence, or other action or omission or breach in respect of any obligation or liability insolvency of or by any Person; (f) any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, reorganization or other like proceedings relating to Tenant similar proceeding against Lessee or Lessor; or for any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant or any other Person, or by any court, in any such proceeding; (g) any right or claim that Tenant has or might have against any Person, including, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased Property; (h) any failure on the part of Landlord or any other Person to perform or comply with any of the terms of this Lease, or of any other agreement; (i) any invalidity, unenforceability, rejection, or disaffirmance of this Lease by operation of law or otherwise against or by Tenant or any provision hereof; (j) the impossibility of performance by Tenant or Landlord, or both; (k) any action by any court, administrative agency, or other Government Agencies; (l) any interference, interruption, or cessation in the use, possession, or quiet enjoyment of the Leased Property or otherwise; or (m) any other occurrence whatsoever, whether cause similar or dissimilar to the foregoing, whether foreseeable any present or unforeseeablefuture law to the contrary notwithstanding, and whether or not Tenant shall have notice or knowledge of any it being the intention of the foregoing; parties hereto that all Rent and other amounts payable by Lessee hereunder shall continue to be payable in all events in the manner and the times herein provided, however, that unless the foregoing shall not apply or be construed obligation to restrict Tenant’s rights in pay the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease same shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, terminated pursuant to the express provisions of this Agreement. To the extent now or hereafter permitted by Applicable Lawsapplicable law, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.[CONFORMED COPY #2 STAMP]

Net Lease. Rent This Lease shall constitute a net lease and Lessee’s obligations hereunder, including the obligation to pay Rent, shall be absolutely net absolute and unconditional under any and all circumstances, subject to Landlord so that Lessee’s rights to contest amounts (other than Basic Rent, the Lease Balance, the Sale Option Recourse Amount or the Purchase Amount) owed. Any present or future law to the contrary notwithstanding, this Lease shall yield to Landlord not terminate, nor shall the full amount of the installments or amounts of Rent throughout the Term, subject Lessee be entitled to any other provisions of this Lease which expressly provide otherwise (including, without limitation, (i) Landlord’s obligations to pay Real Estate Taxes pursuant to Section 3.4, (ii) Landlord’s obligation to maintain Insurance pursuant to Article 9, and (iii) those provisions for adjustment, refunding, or abatement of such Rent and for the funding of Landlord’s obligations pursuant to Section 14.3). This Lease is a net lease, and, except to the extent otherwise expressly specified in this Lease, it is agreed and intended that Rent payable hereunder by Tenant shall be paid without notice, demand, counterclaim, setoff, deduction, or defense and without abatement, suspension, deferment, diminutionreduction, setoff, counterclaim, or reduction and that Tenant’s obligation to pay all such amounts, throughout the Term and all applicable Renewal Terms, is absolute and unconditional, and, except defense with respect to the extent otherwise Rent, nor shall the obligations of the Lessee hereunder be affected (except as expressly specified herein permitted and by performance of the obligations in this Lease, the respective obligations and liabilities of Tenant and Landlord hereunder shall in no way be released, discharged, or otherwise affected for any reason, including, without limitationconnection herewith) by reason of: (ai) any defect in the condition, merchantability, design, qualityconstruction, quality or fitness for use of the Leased Property or any part thereof, or the failure of the Leased Property or any part thereof to comply with all Applicable Laws, including, without limitation, including any inability to occupy or use the Leased Property or any part thereof by reason of such noncompliancenon-compliance; (bii) any damage to, removal, abandonment, salvage, loss, condemnationcontamination of, theft, scrappingRelease from, or other environmental condition with respect to, scrapping or destruction of, of or any requisition or taking of, of the Leased Property or any part thereof, or any environmental conditions on the Leased Property or any property in the vicinity of the Leased Property; (ciii) any restriction, prevention, prevention or curtailment of, of or interference with, with any use of the Leased Property or any part thereof including, without limitation, evictionthereof; (div) any defect in title to or rights to the Leased Property or any lien part thereof or any Lien on such title or rights to or on the Leased PropertyProperty or any part thereof (provided, that the foregoing shall not relieve any Person from its responsibility to remove Lessor Liens attributable to it); (ev) any change, waiver, extension, indulgence, indulgence or other action or omission or breach in respect of any obligation or liability of or by Lessor, Administrative Agent or any PersonParticipant; (fvi) to the fullest extent permitted by Applicable Laws, any bankruptcy, insolvency, reorganization, composition, adjustment, dissolution, liquidation, liquidation or other like proceedings relating to Tenant Lessee, Lessor, the Administrative Agent, any Participant or any other Person, or any action taken with respect to this Lease by any trustee or receiver of Tenant the Lessee, Lessor, the Administrative Agent, any Participant or any other Person, or by any court, in any such proceeding; (gvii) any right or claim that Tenant the Lessee has or might have against any Person, includingincluding without limitation any Participant, without limitation, Landlord (other than a monetary default) or any vendor, manufacturer, contractor of or for the Leased PropertyProperty or any part thereof; (hviii) any failure on the part of Landlord Lessor, the Administrative Agent or any other Person Participant to perform or comply with any of the terms of this Lease, Lease or any other Operative Document or of any other agreement; (iix) any invalidity, unenforceability, rejection, invalidity or unenforceability or illegality or disaffirmance of this Lease by operation of law or otherwise against or by Tenant the Lessee or any provision hereofhereof or any of the other Operative Documents or any provision of any thereof; (jx) the impossibility or illegality of performance by Tenant or LandlordLessee, Lessor or both; (kxi) any action by any court, administrative agency, agency or other Government AgenciesGovernmental Authority; (lxii) any interferencerestriction, interruption, prevention or cessation in curtailment of or interference with the use, possession, or quiet enjoyment use of the Leased Property or otherwiseany part thereof; (xiii) the failure of Lessee or any of its Subsidiaries to achieve any accounting or tax benefits; or (mxiv) any other occurrence whatsoever, cause or circumstances whether similar or dissimilar to the foregoing, whether foreseeable or unforeseeable, foregoing and whether or not Tenant the Lessee shall have notice or knowledge of any of the foregoing; provided. The Lessee’s agreement in the preceding sentence shall not affect any claim, however, action or right the Lessee may have against any Person. The parties intend that the foregoing obligations of the Lessee hereunder shall not apply be covenants and agreements that are separate and independent from any obligations of Lessor hereunder or be construed to restrict Tenant’s rights under any other Operative Documents and the obligations of the Lessee shall continue unaffected unless such obligations shall have been modified or terminated in the event accordance with an express provision of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as specifically set forth in this Lease, this Lease shall be non-cancellable by Tenant for any reason whatsoever, and, except as expressly provided in this Lease, Tenant, to the extent now or hereafter permitted by Applicable Laws, waives all rights now or hereafter conferred by statute or otherwise to quit, terminate, or surrender this Lease or to any diminution, abatement, or reduction of Rent payable hereunder. Except as specifically set forth in this Lease, under no circumstances or conditions shall Landlord be expected or required to make any payment of any kind hereunder or have any obligations with respect to the use, possession, control, maintenance, alteration, rebuilding, replacing, repair, restoration, or operation of all or any part of the Leased Property, so long as the Leased Property or any part thereof is subject to this Lease, and Tenant expressly waives the right to perform any such action at the expense of Landlord pursuant to any law.