BE GOVERNED BY THE LAWS OF
THE STATE OF GEORGIA.
THIS LEASE, TOGETHER WITH ITS EXHIBITS, CONTAINS ALL THE
AGREEMENTS OF THE PARTIES HERETO AND SUPERSEDES ANY PREVIOUS NEGOTIATIONS.
THERE HAVE BEEN NO REPRESENTATIONS MADE BY THE LANDLORD OR UNDERSTANDINGS MADE
BETWEEN THE PARTIES OTHER THAN THOSE SET FORTH IN THIS LEASE AND ITS EXHIBITS.
THIS LEASE MAY NOT BE MODIFIED EXCEPT BY A WRITTEN INSTRUMENT BY THE PARTIES
34
HERETO.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, EFFECTIVE JANUARY 1, 2004, THIS
LEASE SHALL SUPERSEDE ALL PRIOR LEASES WITH TENANT WITH RESPECT TO THE PREMISES
OR ANY PORTION THEREOF AND SUCH PRIOR LEASES SHALL BE DEEMED TERMINATED WITHOUT
ANY FURTHER ACTION OR DOCUMENTATION.
(C)
IF FOR ANY REASON WHATSOEVER ANY OF THE
PROVISIONS HEREOF SHALL BE UNENFORCEABLE OR INEFFECTIVE, ALL OF THE OTHER
PROVISIONS SHALL BE AND REMAIN IN FULL FORCE AND EFFECT.
(D)
ALL OBLIGATIONS OF TENANT OR LANDLORD
HEREUNDER NOT FULLY PERFORMED AS OF THE EXPIRATION OR EARLIER TERMINATION OF THE
TERM AT THIS LEASE SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THE
TERM HEREOF.
(E)
IF ANY CLAUSE, PHRASE, PROVISION OR PORTION
OF THIS LEASE OR THE APPLICATION THEREOF TO ANY PERSON OR CIRCUMSTANCE SHALL BE
INVALID OR UNENFORCEABLE UNDER APPLICABLE LAW, SUCH EVENT SHALL NOT AFFECT,
IMPAIR OR RENDER INVALID OR UNENFORCEABLE THE REMAINDER OF THIS LEASE OR ANY
OTHER CLAUSE, PHRASE, PROVISION OR PORTION HEREOF, NOR SHALL IT AFFECT THE
APPLICATION OF ANY CLAUSE, PHRASE, PROVISION OR PORTION HEREOF TO OTHER PERSONS
OR CIRCUMSTANCES, AND IT IS ALSO THE INTENTION OF THE PARTIES TO THIS LEASE THAT
IN LIEU OF EACH SUCH CLAUSE, PHRASE, PROVISION OR PORTION OF THIS LEASE THAT IS
INVALID OR UNENFORCEABLE, THERE BE ADDED AS A PART OF THIS LEASE A CLAUSE,
PHRASE, PROVISION OR PORTION AS SIMILAR IN TERMS TO SUCH INVALID OR
UNENFORCEABLE CLAUSE, PHRASE, PROVISION OR PORTION AS MAY BE POSSIBLE AND BE
VALID AND ENFORCEABLE.
(F)
WHENEVER A PERIOD OF TIME IS HEREIN
PRESCRIBED FOR ACTION TO BE TAKEN BY LANDLORD OR TENANT, LANDLORD OR TENANT
SHALL NOT BE LIABLE OR RESPONSIBLE FOR, AND THERE SHALL BE EXCLUDED FROM THE
COMPUTATION FOR ANY SUCH PERIOD OF TIME, ANY DELAYS DUE TO CAUSES OF ANY KIND
WHATSOEVER WHICH ARE BEYOND THE CONTROL OF LANDLORD; PROVIDED, HOWEVER, THAT
THIS PROVISION SHALL NOT APPLY TO TENANT'S OBLIGATIONS TO PAY RENT UNDER THIS
LEASE OR TO ANY OTHER OBLIGATIONS OF TENANT UNDER THIS LEASE INVOLVING, RELATING
TO, OR THAT CAN BE PERFORMED BY THE MAKING OF PAYMENTS TO LANDLORD OR ANY OTHER
PARTY.
(G)
NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS
LEASE TO THE CONTRARY, IF THE LEASE TERM HEREOF SHALL NOT HAVE OCCURRED BEFORE
THE TWENTIETH (20TH) ANNIVERSARY OF THE DATE HEREOF, THIS LEASE SHALL BE NULL
AND VOID AND NEITHER PARTY SHALL HAVE ANY LIABILITY OR OBLIGATION TO THE OTHER
HEREUNDER.
THE PURPOSE AND INTENT OF THIS PROVISION IS TO AVOID THE APPLICATION
OF THE RULE AGAINST PERPETUITIES TO THIS LEASE.
33.
GENERAL
REASONABLENESS..
[Intentionally omitted.]
34.
QUIET