Docugami/dfm-csl-large-benchmark huggingface dataset:
Tenant shall pay all charges for all public or private utility services provided to the Premises, shall comply with all contracts relating to such services, and shall do all other things required for the maintenance and continuance of all such services. 



 Tenant, at its sole cost and expense, shall make all arrangements with the public utility company serving the Premises for obtaining and paying for heat and electricity at the Premises, including without limitation arrangements pertaining to the installation and use of meters, pans, risers, wiring, panel boards, feeders and other conductors and equipment. Landlord shall not be liable or responsible for charges for electricity at the Premises, or any loss, damage or expense which Tenant may sustain or incur if either the quantity or character of electric service is changed or is no longer available or suitable for 





 Tenant's requirements. At all times during the term of this Lease, Tenant shall comply with all rules and regulations of governmental authorities and the public utility applicable to service, equipment, wiring and changes in requirements. 



 Tenant covenants and agrees that its use of electric current shall never exceed the capacity of the existing conductors, feeders, risers, wiring installations or other equipment servicing the Building. Tenant shall not alter or make any addition to the electrical equipment without the prior written consent of Landlord. Landlord shall not unreasonably withhold its consent to the installation of new risers and equipment if, in Landlord's opinion, they are reasonably necessary and do not cause permanent damage or injury to the demised Premises or Building or create a dangerous or hazardous condition or entail excessive or unreasonable alterations. If Landlord grants such consent, all additional risers and other equipment shall be provided by Tenant by licensed and insured electricians. 



 Landlord reserves the right to interrupt, suspend, or cease any of the services referred to herein when necessary by reason of accident, or repairs, alteration, or improvements which in Landlord's option are necessary or desirable, or difficulty or inability in securing supplies or labor, or strikes, or any other cause beyond the reasonable control of Landlord whether similar or dissimilar to those herein above mentioned. Tenant shall not be entitled to any diminution or abatement of rent or other compensation, and Tenant's obligations under this Lease shall not be affected or reduced, by reason of any interruption, suspension or cessation of services except as otherwise provided herein. No interruption, suspension or cessation of services shall constitute a constructive or partial eviction. Landlord shall use its best efforts to perform repairs at reasonable times and upon notice. Where possible, Landlord shall provide Tenant with reasonable notice of such interruption of service. 



 Landlord does not represent that the electricity at the Premises is adequate or appropriate for Tenant's intended use.

Section label: Utility Services Compliance
Tenant, at its sole cost and expense, shall maintain and keep the flues, ducts, drains, wastepipes, sewers and connections with the Building's main sewers, in or appurtenant to the Premises, and/or leading from the Premises to the exterior of the Building, and/or located in the Basement of the Building (for the purposes of this subparagraph “b” referred to collectively as the "drainpipes") in good repair and free from all dirt, dust, grease and other obstructions pursuant to a maintenance contract which shall remain in full force and effect throughout the term hereof, and copies of all such maintenance contracts shall be furnished to Landlord; and Tenant, at its sole cost and expense, shall make any necessary replacements of said drainpipes defined above. Further, Tenant, at its sole cost and expense, shall install grease traps where necessary to keep the other elements of the drainpipes free from grease. Tenant, at its sole cost and expense, promptly shall repair any leaks in the drainpipes. Tenant, at its sole cost and expense, shall also repair, maintain and make any necessary replacements of the flues, ducts, drains, wastepipes, grease traps, sewers and connections with the Building's main sewers, no matter where located in or appurtenant to the Building, if any such repairs are made necessary due to the negligence of the Tenant or its agents or employees or Tenant's use of the Premises.

Section label: Drainpipe Maintenance and Repair
SHOPPING CENTERS - MAINTAINED BY THE LESSEE (LESSOR'S RISK ONLY)

        TX

           5/7

          61217

          BUILDINGS OR PREMISES - BANK OR OFFICE -

        Prem/Ops.

            95,583

         52.752

          $5,042

        TX

           6/8

          61217

          BUILDINGS OR PREMISES - BANK OR OFFICE -

        Prem/Ops.

            93,311

         52.752

          $4,922

        TX

           6/9

          46606

          PARKING - PUBLIC - SHOPPING CENTERS - MAINTAINED BY THE LESSEE (LESSOR'S RISK ONLY)

        Prem/Ops.

            22,445

         18.168

           $408

        TX

           7/10

          61217

          BUILDINGS OR PREMISES - BANK OR OFFICE -

        Prem/Ops.

            70,000

         52.752

          $3,693

        TX

           8/11

          61217

          BUILDINGS OR PREMISES - BANK OR OFFICE -

        Prem/Ops.

             1,447

         52.752

            $76

        TX

           8/12

          46606

          PARKING - PUBLIC - SHOPPING CENTERS - MAINTAINED BY THE LESSEE (LESSOR'S RISK ONLY)

        Prem/Ops.

           134,524

         18.168

          $2,444

        TX

           8/13

          61217

          BUILDINGS OR PREMISES - BANK OR OFFICE -

        Prem/Ops.

           138,000

         52.752

          $7,280

        TX

           9/14

          61217

          BUILDINGS OR PREMISES - BANK OR OFFICE -

        Prem/Ops.

           122,000

         52.752

          $6,436

        TX

           9/15

          46606

          PARKING - PUBLIC - SHOPPING CENTERS - MAINTAINED BY THE LESSEE (LESSOR'S RISK ONLY)

        Prem/Ops.

           100,400

         18.168

          $1,824

        TX

           10/16

          61217

          BUILDINGS OR PREMISES -

        Prem/Ops.

            83,940

         43.485

          $3,650

Section label: Shopping Center Insurance
We will issue notes as global notes in registered form. If it is stated in the applicable pricing supplement that the notes are to be issued under NSS and that they are intended to be eligible collateral for Eurosystem monetary policy, the notes will be registered in the name of a nominee for a common safekeeper for Euroclear and Clearstream, Luxembourg, and we will deliver these notes to a common safekeeper for Euroclear and Clearstream, Luxembourg.

Section label: Global Note Registration
In no event shall Tenant use, or permit to be used, the space adjacent to or any other space outside of the Premises, for display, sale or any other similar undertaking; except [1] in the event of a legal and licensed “street fair” type program or [2] if the local zoning, Community Board [if applicable] and other municipal laws, rules and regulations, allow for sidewalk café use and, if such I s the case, said operation shall be in strict accordance with all of the aforesaid requirements and conditions. . In no event shall Tenant use, or permit to be used, any advertising medium and/or loud speaker and/or sound amplifier and/or radio or television broadcast which may be heard outside of the Premises or which does not comply with the reasonable rules and regulations of Landlord which then will be in effect.

Section label: Legal Compliance
Assignment Neither party may assign this Agreement without the prior written consent of the other party and any attempt to do so will be void. Any notice or consent under this Agreement will be in writing to the address specified below. If any provision of this Agreement is adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect. Any waivers or amendments shall be effective only if made in writing signed by a representative of the respective parties. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties, and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement. Both parties agree that the Agreement is signed by a duly, authorized company representative authorized to bind the company to its terms and services and no consent from any third party is required.

Section label: Assignment & Waiver Requirements
By Flood

                                       OCCURENCE

       01. At each of the following Building(s) numbered:

       007-013,018

       in any one occurrence

                                         $100,000

       As respects Business Income Coverage a 72 hour deductible applies at all premises locations.

       02. At each of the following Building(s) numbered:

       002-006,014-015

       in any one occurrence

                                          $50,000

       As respects Business Income Coverage a 72 hour deductible applies at all premises locations.

       03. At each of the following Building(s) numbered:

       016-017,019

       in any one occurrence

                                          $25,000

       As respects Business Income Coverage a 72 hour deductible applies at all premises locations.

Section label: Flood Insurance Coverage Limits
Notwithstanding the foregoing, provided Tenant is not then in default of this Lease, on March 15, 2022, Landlord shall return $26,000 of the Security to the Tenant and the Security obligation shall be $52,000. In the event Tenant continues to comply with all of the terms and conditions of this Lease, and provided Tenant is not then in default of this Lease, on March 15, 2022, Landlord shall return

Section label: Security Reduction
In the event the fixed annual rent or additional rent or any part thereof provided to be paid by Tenant under the provisions of this Lease during the demised term shall become uncollectible or shall be reduced or required to be reduced or refunded by virtue of any Federal, State, County or City law, order or regulation, or by any direction of a public officer or body pursuant to law, or the orders, rules, code or regulations of any organization or entity formed pursuant to law, whether such organization or entity be public or private, then Landlord, at its option, may at any time thereafter terminate this Lease, by not less than thirty (30) days written notice to Tenant, on a date set forth in said notice, in which event this Lease and the term hereof shall terminate and come to an end on the date fixed in said notice as if the said date were the date originally fixed herein for the termination of the demised term. Landlord shall not have the right so to terminate this Lease if Tenant within such period of thirty (30) days shall in writing lawfully agree that the rentals herein reserved are a reasonable rental and agree to continue to pay said rental, and if such agreement by Tenant shall then be legally enforceable by Landlord. 



 If any term, covenant or condition of this Lease or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term, covenant or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Lease shall be valid and be enforced to the fullest extent permitted by law.

Section label: Rent Reduction Termination
If not otherwise specified in this lease, and except in the case of (i) monthly installments of Rent or additional rent (which are due on the first of each calendar month without notice), and (ii) payments due from Tenant following a default which remains uncured beyond the expiration of the applicable notice and cure period (which shall be due and payable on demand), Tenant shall have a period of ten (10) business days after delivery of written request in which to make payments.

Section label: Payment Request Period
ARTICLE 19

                                                                   NO LIEN

                            Section 19.1 Carrier shall have no lien, and hereby expressly waives its right to any lien on any

                               cargo, freight, or property of Shipper or any of its customers, consignors or consignees.

                         EXECUTED on the dates indicated below but effective as of the Effective Date first above written.

Section label: No Lien
$3,000,000, including umbrella coverage, (b) to cover at least the following hazards (1) Premises and operations, including but not limited to flooding, backup of sewers and drains, burglary, theft, and plate glass (2) Tenant's independent contractors; (3) contractual liability for all written and oral contracts; and (4) contractual liability covering the indemnitees contained elsewhere in this Lease, and Liquor Law legal liability insurance.

Section label: Insurance Coverage Details
History of Present Illness:

                 77 y o woman in NAD with a h/o CAD, DM2, asthma and HTN on altace for 8 years awoke from sleep around 2:30 am this morning of a sore throat and swelling of tongue. She came immediately to the ED b/c she was having difficulty swallowing and some trouble breathing due to obstruction caused by the swelling. She has never had a similar reaction ever before and she did not have any associated SOB, chest pain, itching, or nausea. She has not noticed any rashes, and has been afebrile. She says that she feels like it is swollen down in her esophagus as well. In the ED she was given 25mg benadryl IV, 125 mg solumedrol IV and pepcid 20 mg IV. This has helped the swelling some but her throat still hurts and it hurts to swallow. Nothing else was able to relieve the pain and nothing make it worse though she has not tried to drink any fluids because of trouble swallowing. She denies any recent travel, recent exposure to unusual plants or animals or other allergens. She has not started any new medications, has not used any new lotions or perfumes and has not eaten any unusual foods. Patient has not taken any of her oral medications today.

Section label: Acute Throat Swelling
A Change Order will be binding only if signed by both parties. Any and all Change Orders will be governed by the terms and conditions set forth in this Agreement, and are hereby incorporated by this reference. Any additional Deliverables described in the Change Order will be subject to the Payment provisions as described in Section 7 of the Agreement.

4. Hours of Operation



5.

Travel. If the Deliverable will be completed according to a fixed price SOW and travel is required, then Client must sign the Agreement and SOW and pay required Deposit at least 30 days prior to proposed travel. If the Agreement and SOW are not signed and Deposit is not received at least 30 days prior to proposed travel, Company reserves the right to amend the SOW estimate solely with regard to travel and lodging expenses so that the SOW estimate reflects actual costs incurred by Company.

         •    Engineering:



                •    Monday-Friday 6AM-6PM PST



                •    engineering@digitalmemex.com



                •    (206) 684-8889





         •    Support:



                •    24 x 7 x 365



                •    support@digitalmemex.com



                •    (206) 684-8888

Section label: Travel & Hours of Operation
Pertinent Diagnostic Tests:

                 Na 140 K 4.5 Cl 109 Co2 23 BUN 29 Cr 1.0 Ca 9.9 Mg 1.4 Phos 3.6

                 PTT 26.7 WBC 9.9 Hgb 10.0 Hct 30.3 Plt 373

                 EKG - no signs of ischemia

Section label: Lab and EKG Results
• continue albuterol and ipratropium nebs prn

                     • resume theophylline when patient can take oral meds

                 ++DM

                     • Not on oral home meds

                     • Patient is on corticosteroids that increase blood glucose levels, so put patient on sliding scale normal insulin to adjust for high sugars

                     • Resume neurontin for neuropathy when oral meds can be taken

                 ++HTN

                     • Continue patient’s BP control with Diltiazem drip 5mg/hour

                     • HOLD altace (ACEI) that is most likely the cause of angioedema

                     • Consider an alternative HTN medication to replace the ACEI. Can’t use a HCTZ because of sulfa allergy. Also has asthma/COPD picture so beta blocker may not work well either.

                 ++CAD s/p PCI in 1999

                  - Resume simvastatin and aspirin when patient is able to take oral meds

                 ++GERD

                 - famotidine when oral meds are resumed

Section label: Medication Adjustments
66. Tenant’s Punctual Payment Obligation 



 Tenant expressly recognizes that Tenant’s due and punctual performance of all of its obligations under this Lease throughout the term thereof is of paramount importance to Landlord and, without limiting the provisions of Article 17, Tenant agrees that, if Tenant shall default (a) in the timely payment of fixed rent or additional rent and such default shall continue beyond the 10 day grace period and repeated in two consecutive months or for a total of four months in any period of twelve consecutive months, or (b) in the timely performance, beyond any applicable cure period, of any other obligations of Tenant under this Lease and such default shall occur more than two (2) times in any period of twelve months, then s, any further similar default shall be deemed to be deliberate and Landlord thereafter may either (i) serve a three (3) day notice of cancellation of this Lease as and with the 

 effects provided in subparagraph (1) of Article 17 or (ii) by notice to Tenant, increase the amount of security deposit required under the Lease so that Tenant shall provide three (3) additional month’s rent at the then current rate.

Section label: Tenant Punctual Payment Obligation
COMPANY WILL NOT BE LIABLE FOR ANY LOSS OF USE, INTERRUPTION OF BUSINESS, LOST PROFITS, OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY, OR OTHERWISE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Section label: No Liability for Damages
Period

                                     Rate P/S/F Per Annum

                                  Monthly Base Rent

                                   Period Base Rent

                                 Months 1 – 12

                                              $33.82

                                      $27,487.21

                                      $329,846.46

                                 Months 13 – 24

                                              $34.83

                                      $28,311.82

                                      $339,741.85

                                 Months 25 – 36

                                              $35.88

                                      $29,161.18

                                      $349,934.11

                                 Months 37 – 48

                                              $36.96

                                      $30,036.01

                                      $360,432.13

                                 Months 49 – 60

                                              $38.06

                                      $30,937.09

                                      $371,245.10

                                 Months 61 – 72

                                              $39.21

                                      $31,865.20

                                      $382,382.45

                                 Months 73 – 84

                                              $40.38

                                      $32,821.16

                                      $393,853.92

                                 Months 85 – 96

                                              $41.59

                                      $33,805.80

                                      $405,669.54

Section label: Rent Schedule
The billing statements provided by Landlord for the charges due pursuant to this Article 41 shall constitute a final determination as between Landlord and Tenant of the additional rent for the periods represented thereby, unless Tenant within thirty days after they have been furnished shall give a written notice to Landlord that Tenant disputes their accuracy or appropriateness, which written notice shall specify the particular respects in which the statement is inaccurate or inappropriate. Pending the resolution of such dispute, Tenant shall pay the additional rent to Landlord in accordance with the statements furnished by Landlord.

Section label: Billing Statement Disputes
Section 13.14 This Agreement shall be construed as a whole in accordance with the fair and reasonable meaning of

                   its language, and, regardless of which party co-drafted this Agreement, this Agreement shall not be construed in

                                                         favor of or against either party.

                           Section 13.15 This Agreement constitutes the complete and entire agreement between the parties and supersedes any prior or contemporaneous agreements or understandings between the parties with respect to its subject matter. This Agreement covers and controls the entire business relationship between the parties including any claims, disputes or other conflicts which may arise between the parties and which are brought or occur after the

                           effective date even if the events or actions occur in whole or in part prior to the Effective Date.

Section label: Entire Agreement
65. Tenant Waivers 



 Tenant waives trial by jury in any action, proceeding, or counterclaim whatsoever brought by Landlord or Tenant arising out of or in any way connected with this Lease, the relationship of Landlord and Tenant, Tenant’s use of or occupancy of the Premises, and/or any emergency statutory or any other statutory remedy. It is further mutually agreed that in the event Landlord commences any summary proceeding for possession of the Premises, or any other action or proceeding against the Tenant or the Premises, Tenant will not interpose any unrelated counterclaim of whatever nature or description in any such proceeding. 



     .

Section label: Jury Waiver and No Counterclaims
Itemized Fees

Fee

Software

MagicSoft Mobile x 250 seats

$220,000

MagicSoft Connect x 250 seats

$75,000

MagicSoft Hub Connector

$25,000

All services provided below are subject to additional costs for work performed outside of regular working hours, as specified in section 2.3 of the MSA. All new work will be scoped with Customer before commencing.

Service

Initial Setup

$22,000

Profile Customizations

$22,000

Connector Enablement

$10,000

Total

$374,000



3.

Fees and Terms.

   Fixed Price: $374,000

   Start Date: 03/15/2021

   End Date: 07/01/2021

Section label: Software and Service Fees
2. Fees. The Services outlined in this SOW reflect the initial understanding of Client’s desired Deliverable and Company reserves the right to alter the manner in which Services are provided if Company determines different services are necessary to complete the Deliverable. Company shall provide the following Services to the Client:

Itemized Fees

Software

MagicSoft Mobile x 50 seats

$105,000

MagicSoft Connect x 50 seats

$105,000

MagicSoft Hub Connector

$25,000

Service

Initial Setup

$22,000

Profile Customizations

$22,000

Connector Enablement

$10,000

Support

Training

$25,000



Production Support

$10,000



TOTAL

$324,000

All services provided are subject to additional costs for work performed outside of regular working hours, as specified in section 2.3 of the MSA. All new work will be scoped with Customer before commencing.

Section label: Fees Details
12. General Provisions.

   12.1 Insurance Company will maintain during the entire Term of this Agreement, at its own expense, the types of insurance coverage specified below, on standard policy forms and with insurance companies with at least an A.M. Best Rating of A-VII authorized to do business in the jurisdictions where the Company services are to be performed.

      (a) Workers’ Compensation insurance prescribed by applicable local law and Employers Liability insurance with limits not less than $1,000,000 per accident/per employee. This policy shall include a waiver of subrogation against Client.

      (b) Business Automobile Liability covering all vehicles that Company owns, hires or leases with a limit of no less than $1,000,000 (combined single limit for bodily injury and property damage) for each accident.

      (c) Commercial General Liability insurance including Contractual Liability Coverage, with coverage for products liability, completed operations, property damage and bodily injury, including death, with an aggregate limit of no less than $2,000,000. This policy shall name Client as an additional insured with respect to the provision of services provided under this Agreement. This policy shall include a waiver of subrogation against Client.

      (d) Technology Professional Liability Errors & Omissions policy (which includes Cyber Risk coverage and Computer Security and Privacy Liability coverage) with a limit of no less than $5,000,000 per occurrence and in the aggregate.

      (e) Crime policy with a limit of no less than $5,000,000 per occurrence and in the aggregate.

      (f) Excess Liability/Umbrella coverage with a limit of no less than $9,000,000 per occurrence and in the aggregate (such limit may be achieved through increase of limits in underlying policies to reach the level of coverage shown here). This policy shall name Client as an additional insured with respect to the provision of services provided under this Agreement. This policy shall include a waiver of subrogation against Client.

Section label: Insurance Requirements
If the Deliverable will be completed according to a fixed price SOW and travel is required, then Client must sign the Agreement and SOW and pay required Deposit at least 30 days prior to proposed travel. If the Agreement and SOW are not signed and Deposit is not received at least 30 days prior to proposed travel, Company reserves the right to amend the SOW estimate solely with regard to travel and lodging expenses so that the SOW estimate reflects actual costs incurred by Company.

Section label: Travel and Lodging Requirements
Tenant covenants and agrees that it will permit Landlord, its agents, servants, employees, licensees, invitees, and contractors, at any and all times during regular business hours, to pass and repass on and through the Premises and basement of the Building, or such portion thereof as may be necessary, in order that they or any of them may gain access to any facilities of the Building for inspection, repairs and alterations as provided herein. Landlord shall provide Tenant , 24 hour advance notice of such entry, and coordinate such entry to avoid disruption of Tenant's business activities. Tenant agrees further that it will, during the entire term of this Lease, keep the Landlord informed of the telephone numbers of at least three persons or parties having keys to the Premises in order that, in the event of an emergency which requires Landlord to have access to the Premises during other than regular business hours, Landlord may arrange with such persons or parties to be admitted to the Premises, provided, however, that if Landlord is unable to arrange for admittance to the Premises during such emergency, or if time does not permit the making of such arrangements, Landlord shall have the right to gain admittance to the demised Premises forcibly or by otherwise breaking into the Premises, and the sole liability of Landlord to Tenant in such event shall be that Landlord shall be obligated to repair all damage caused by such breaking in within a reasonable time after the occurrence thereof and secure the Premises as soon as possible thereafter. 



 Without limiting Landlord's rights under the foregoing paragraph of this Article, Tenant covenants and agrees that, provided notice of renewal has not been given under Article 72, it will permit 





 Landlord, its agents, servants, employees, licensees, invitees, and contractors during the last year of the term of this Lease at any and all times during regular business hours, after 24 hour notice to tenant, to pass and repass on and through the Premises, or such portion thereof as may be necessary, in order that they or any of them may gain access to the Premises for the purpose of showing the Premises to potential new tenants or real estate brokers. In addition, Landlord shall be entitled to place a "FOR RENT" or "FOR LEASE" sign (not exceeding 8.5” x 11”) in the front window of the Premises during the last six months of the term of this Lease.

Section label: Entry Rights
Landlord shall have no obligation to furnish to Tenant or the Premises air conditioning. Any air conditioning unit and equipment located in or servicing the Premises (the "Air Conditioning System") on the date the term of this Lease shall commence may be utilized by Tenant provided that Landlord shall have no obligation with respect thereto and that Tenant shall accept the same in its "AS IS" condition. Tenant shall, at its sole cost and expense (a) maintain and promptly make all repairs and replacements, structural or otherwise, ordinary and extraordinary, to all components of the Air Conditioning System, (b) maintain throughout the term of the lease a full service contract covering the Air Conditioning System with Henick-Lane Service Corp. or any other company of reasonably equivalent quality and reputation, (c) pay all permit fees and other costs associated with any Air Conditioning System, and (d) deliver to Landlord a copy of said full service contract within five business days of demand by Landlord. Tenant shall not be released or excused from the performance of any of its obligations under this Lease for any failure or for interruption or curtailment of any Air Conditioning System, for any reason whatsoever, and no such failure, interruption, or curtailment shall constitute a constructive or partial eviction. 



69. Compliance with Anti-Terrorism, Embargo, Sanctions and Anti-Money Laundering Laws. 



 Tenant represents that neither Tenant, nor the principals, officers, partners, and/or members of Tenant: (i) is currently identified on the list maintained by the U.S. Department of the Treasury, Office of Foreign Assets Control ("OFAC"), generally known as the OFAC List" (formerly known as the Specially Designated Nationals and Blocked Persons List); (ii) is currently identified on the lists maintained by the U.S. Department of Commerce (the "DOC List") and/or the U.S. Bureau of Industry and Security (the "BIS List"); (iii) acts for or on behalf of any person or persons listed on the OFAC List, the DOC List, the BIS List, and/or any other known list of denied persons, excluded persons, and excluded entities maintained by the federal agencies of the United States; and (iv) is a person or persons, or acts for or on behalf of any person or persons, with whom a citizen or business of the United States is prohibited to engage in transactions by any trade embargo, economic sanction, or other prohibition of United States law, regulation, or Executive Order of the President of the United States of America.

Section label: Air Conditioning
8.1 Company’s Representation. Company represents that any materials used in the Deliverable will not knowingly (a) infringe on the intellectual property rights of any third party or any rights of publicity or privacy or (b) violate any law, statute, ordinance or regulation.

   8.2 Client’s Representation. Client represents that any materials provided to Company by Client for incorporation into the Deliverable will not (a) infringe on the intellectual property rights of any third party or any rights of publicity or privacy or (b) violate any law, statute, ordinance or regulation.

   8.3 Warranty Disclaimer. EXCEPT FOR THE WARRANTIES SET FORTH IN THIS AGREEMENT AND ANY SOW, EACH PARTY EXPRESSLY DISCLAIMS ANY AND ALL OTHER WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Section label: Intellectual Property Warranty
“Taxes” shall mean the total of all real estate taxes and assessments and special assessments imposed, payable and paid upon the Premises described as the land and building in which the Premises are located including, without limitation, vault taxes, rents or charges, imposed by any Governmental Authority, of which the demised Premises forms a part. If at any time during the term of this Lease the methods of taxation prevailing at the commencement of the term hereof shall be altered so that in lieu of or as a substitute for the whole or any part of the taxes, assessments, levies, impositions of charges now levied, assessed or imposed on the real estate and the improvements thereon, there shall be levied, assessed or imposed (i) a tax, assessment, levy imposition or charge wholly or partially as capital levy or otherwise on the rents received therefrom, or (ii) a tax assessment levy upon the Building, Land Improvements or the Premises and imposed upon Landlord, or (iii) a license fee measured by the rents payable, or the part thereof so measured or based shall be deemed to be included within the term "Taxes" for the purposes hereof. 



 "Escalation Year" shall mean each twelve month period or portion thereof, ending on June 30, occurring within the term of this Lease. 



 "Base Year" shall mean the twelve month period ending on June 30, 2022. 



 "Base Year Taxes" shall mean the Taxes for the Base Year.

Section label: Real Estate Taxes
In the event that on the date the Landlord repossesses the Premises under any provision of this Lease or upon the termination of this Lease or upon the expiration of the demised term, whichever is earlier, there remains within the Premises any property belonging to the Tenant said property shall be deemed to have been abandoned by the Tenant, at which time the Landlord may remove said property and dispose of said property in any manner as it deems fit, without any liability whatsoever.

Section label: Abandoned Property Disposal
CONDEMNATION. If the whole or any substantial part of the Premises shall be condemned by eminent domain or acquired by private purchase in lieu of condemnation, this Lease shall terminate on the date on which possession of the Premises is delivered to the condemning authority and Rent shall be apportioned and paid to that date. If no portion of the Premises is taken but a substantial portion of the Project is taken, at Landlord's option, this Lease shall terminate on the date on which possession of such portion of the Project is delivered to the condemning authority and Rent shall be apportioned and paid to that date. Tenant shall have no claim against Landlord, and assigns to Landlord any claims it may have otherwise had, for the value of any unexpired portion of the Lease Term, or any Alterations. Tenant shall not be entitled to any part of the condemnation award or private purchase price. If this Lease is not terminated as provided above, Rent shall abate in proportion to the portion of the Premises condemned.

Section label: Condemnation Clause
Theophyline (Uniphyl) 600 mg qhs – bronchodilator by increasing cAMP used for

                        treating asthma Diltiazem 300 mg qhs – Ca channel blocker used to control hypertension Simvistatin (Zocor) 20 mg qhs- HMGCo Reductase inhibitor for hypercholesterolemia Ramipril (Altace) 10 mg BID – ACEI for hypertension and diabetes for renal protective

                        effect

                 Glipizide 5 mg BID (diabetes) – sulfonylurea for treatment of diabetes Omecprazole (Prilosec) 20 mg daily (reflux) – PPI for treatment of ulcers Gabapentin (Neurontin) 100 mg qhs – modulates release of neurotransmitters to treat

                        diabetic neuropathy Metformin 500 mg qam – biguanide used to treat diabetes Aspirin 81 mg qam - prophylaxis for MI and TIA Servant 1puff bid -

                 Fluticasone (Flovent) 2 puff bid - corticosteroid to treat airways in asthma/copd xoperex 1.25mg and Ipratropium 2.5 ml nebulized qam - anticholinergic to treat airways

                        in COPD

Section label: Medication Regimen
Intellectual Property.

      12.2.1 Preexisting Intellectual Property. Except for rights expressly granted under this agreement, each party will retain exclusive interest in and ownership of its Intellectual Property developed before this agreement or developed outside the scope of this agreement.

      12.2.2 Independently Developed Intellectual Property. Any Intellectual Property developed solely by a party under this agreement without the participation of the other party is and will remain the sole and exclusive property of the developing party.

Section label: Intellectual Property Ownership
In the event of a sale, transfer or leasing of the Premises by Landlord, Landlord shall have the right to transfer the Security to the vendee, transferee or lessee, whereupon Landlord shall be deemed released by Tenant from all liability for the return of said Security, except that Landlord shall remain responsible for the Security Deposit paid hereunder, until such time as [a] a successor landlord or party in interest assumes in writing the obligations therefore and [2] Landlord provides notice of assignment to Tenant. In such event, Tenant agrees to look solely to such new Landlord for the return of said Security. This Article shall apply to every transfer or assignment of the Security to a new Landlord. Tenant shall not assign or encumber the Security, and Landlord shall not be bound by any such assignment and encumbrance.

Section label: Security Deposit Transfer
Section 13.6 This agreement is entered into in Texas and shall be governed and construed in accordance with the laws of the State of Texas. If any matters in dispute are required to be settled by litigation, such trials will be decided by a judge. THE PARTIES WAIVE TRIAL BY JURY IN ANY SUCH ACTION(S) AND CONFIRM THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO THEIR BUSINESS TRANSACTIONS. For any such action(s) related to their business transactions or enforcement of any arbitration, the parties submit

                                themselves to the jurisdiction of the State or Federal Courts located in Dallas, Texas.

                                                                       8

Section label: Governing Law
Tenant shall pay, during the term of this Lease, the additional rent provided for in this Article 41. As used herein, the following terms shall have the meanings set forth below: 



 “Taxes” shall mean the total of all real estate taxes and assessments and special assessments imposed, payable and paid upon the Premises described as the land and building in which the Premises are located including, without limitation, vault taxes, rents or charges, imposed by any Governmental Authority, of which the demised Premises forms a part. If at any time during the term of this Lease the methods of taxation prevailing at the commencement of the term hereof shall be altered so that in lieu of or as a substitute for the whole or any part of the taxes, assessments, levies, impositions of charges now levied, assessed or imposed on the real estate and the improvements thereon, there shall be levied, assessed or imposed (i) a tax, assessment, levy imposition or charge wholly or partially as capital levy or otherwise on the rents received therefrom, or (ii) a tax assessment levy upon the Building, Land Improvements or the Premises and imposed upon Landlord, or (iii) a license fee measured by the rents payable, or the part thereof so measured or based shall be deemed to be included within the term "Taxes" for the purposes hereof. 



 "Escalation Year" shall mean each twelve month period or portion thereof, ending on June 30, occurring within the term of this Lease. 



 "Base Year" shall mean the twelve month period ending on June 30, 2022. 



 "Base Year Taxes" shall mean the Taxes for the Base Year.

Section label: Real Estate Taxes
In the event that the Premises are not surrendered at the end of the Lease term, Tenant shall indemnify and save Landlord harmless against all costs, claims, loss, or liability resulting from delay by Tenant in so surrendering the Premises, including, without limitation, any claims made by any succeeding tenant founded on such delay. 



 Additionally, the parties recognize and agree that other damage to Landlord resulting from any failure by Tenant to timely surrender the Premises will be substantial, will exceed the amount of monthly rent theretofore payable hereunder, and will be impossible of accurate measurement. Tenant therefore agrees that if possession of the Premises is not surrendered to Landlord within one (1) day after the date of the expiration or sooner termination of the term of this Lease, then Tenant will pay Landlord as liquidated damages for each month and for each portion of any month during which Lessee holds over in the Premises after the expiration of the term of this Lease, a sum equal to one and one-half (1.5) times the average rent and additional rent which was payable per month under this Lease during the last six months of the term thereof, which sum Tenant agrees to pay to Landlord upon demand, in full, without set-off or deduction, and which sum Tenant agrees is fair and reasonable and does not constitute a penalty. (“Holdover Use and Occupancy”). 



Nothing contained in this clause shall be construed to mean that the Landlord has given permission for Tenant or anyone else who occupies the Premises to remain on the Premises as a monthly Tenant, or as a Tenant from month to month and the Landlord may proceed to evict the Tenant as a "Holdover." Neither the billing nor the collection of use and occupancy in the above amount shall be deemed a waiver of any right of the Landlord to collect damages for Tenant's failure to vacate the Premises after the expiration or sooner termination of this Lease. If Tenant holds over in possession after the expiration or sooner termination of the term of this Lease, such holding over shall not be deemed to extend the term or renew the Lease, but such holding over thereafter shall continue upon the covenants and conditions herein set forth in the Lease. The aforesaid obligations shall survive the expiration or sooner termination of the term of this Lease. 



 In the event that on the date the Landlord repossesses the Premises under any provision of this Lease or upon the termination of this Lease or upon the expiration of the demised term, whichever is earlier, there remains within the Premises any property belonging to the Tenant said property shall be deemed to have been abandoned by the Tenant, at which time the Landlord may remove said property and dispose of said property in any manner as it deems fit, without any liability whatsoever. 



 In the event that the Premises are not surrendered at the end of the Lease term, Tenant shall indemnify Landlord against loss or liability resulting from Tenant's delay in surrendering the Premises thereafter until said Premises are surrendered.

Section label: Holdover Indemnification
(iii) If Tenant timely disputes Landlord’s Determination and if the final determination of the Fair Market Minimum Annual Rent shall not be made on or before the first day of the subject Renewal Term then, pending such final determination, Tenant shall pay, as Rent for the subject Renewal Term, an amount equal to Landlord’s Determination. If, based upon the final determination of the Fair Market Minimum Annual Rent, the Rent payments made by Tenant for such portion of the subject Renewal Term were (i) less than they should have been, then Tenant shall pay to Landlord the amount of such deficiency within ten (10) business days after demand therefor, or (ii) greater than they should have been, then Landlord shall credit the amount of such excess against installments of Rent next coming due.

Section label: Fair Market Rent Determination
Insurance Company will maintain during the entire Term of this Agreement, at its own expense, the types of insurance coverage specified below, on standard policy forms and with insurance companies with at least an A.M. Best Rating of A-VII authorized to do business in the jurisdictions where the Company services are to be performed.

      (a) Workers’ Compensation insurance prescribed by applicable local law and Employers Liability insurance with limits not less than $1,000,000 per accident/per employee. This policy shall include a waiver of subrogation against Client.

      (b) Business Automobile Liability covering all vehicles that Company owns, hires or leases with a limit of no less than $1,000,000 (combined single limit for bodily injury and property damage) for each accident.

      (c) Commercial General Liability insurance including Contractual Liability Coverage, with coverage for products liability, completed operations, property damage and bodily injury, including death, with an aggregate limit of no less than $2,000,000. This policy shall name Client as an additional insured with respect to the provision of services provided under this Agreement. This policy shall include a waiver of subrogation against Client.

      (d) Technology Professional Liability Errors & Omissions policy (which includes Cyber Risk coverage and Computer Security and Privacy Liability coverage) with a limit of no less than $5,000,000 per occurrence and in the aggregate.

      (e) Crime policy with a limit of no less than $5,000,000 per occurrence and in the aggregate.

      (f) Excess Liability/Umbrella coverage with a limit of no less than $9,000,000 per occurrence and in the aggregate (such limit may be achieved through increase of limits in underlying policies to reach the level of coverage shown here). This policy shall name Client as an additional insured with respect to the provision of services provided under this Agreement. This policy shall include a waiver of subrogation against Client.

Section label: Company Insurance Coverage