in accordance with applicable Law Tenant's Form 10-K for the year ending
December 31, 2003.
B.
SECURITY DEPOSIT.
THE SECURITY DEPOSIT IN THE FORM OF THE LETTER
OF CREDIT SHALL BE DELIVERED BY TENANT TO LANDLORD AS SPECIFIED IN SECTION 6.A
AND SHALL BE HELD BY LANDLORD AS SECURITY FOR THE PERFORMANCE OF TENANT'S
OBLIGATIONS UNDER THIS LEASE.
THE SECURITY DEPOSIT IS NOT AN ADVANCE PAYMENT OF
RENT OR A MEASURE OF TENANT'S LIABILITY FOR DAMAGES.
LANDLORD MAY, FROM TIME TO
TIME WHILE AN EVENT OF DEFAULT BY TENANT EXISTS AFTER NOTICE AND OPPORTUNITY TO
CURE (IF APPLICABLE) AND REMAINS UNCURED, WITHOUT PREJUDICE TO ANY OTHER REMEDY,
DRAW ON THE LETTER OF CREDIT AS THEREIN PROVIDED AND USE ALL OR A PORTION OF THE
FUNDS THEREBY RECEIVED TO SATISFY PAST DUE RENT, CURE ANY UNCURED DEFAULT BY
TENANT, OR REPAY LANDLORD FOR DAMAGES AND CHARGES FOR WHICH TENANT IS LEGALLY
LIABLE UNDER THIS LEASE OR RESULTING FROM TENANT'S BREACH OF THIS LEASE.
IF
LANDLORD SO DRAWS ON THE LETTER OF CREDIT, TENANT SHALL ON DEMAND RESTORE THE
FACE AMOUNT OF THE LETTER OF CREDIT TO ITS ORIGINAL AMOUNT AND SUCH USE BY
LANDLORD OF THE FUNDS DRAWN FROM THE LETTER OF CREDIT SHALL NOT CONSTITUTE A
CURE OF THE EXISTING EVENT OF DEFAULT UNTIL SUCH TIME AS THE ENTIRE AMOUNT OWING
TO LANDLORD IS PAID IN FULL AND THE LETTER OF CREDIT FACE AMOUNT IS FULLY
RESTORED.
PROVIDED THAT TENANT HAS PERFORMED ALL OF ITS OBLIGATIONS HEREUNDER,
LANDLORD SHALL RETURN THE ORIGINAL LETTER OF CREDIT (SUBJECT TO ANY PRIOR DRAFTS
THEREON) TO TENANT WITHIN 30 DAYS AFTER THE LATER TO OCCUR OF: (A) THE DATE
TENANT SURRENDERS POSSESSION OF THE PREMISES TO LANDLORD IN ACCORDANCE WITH THIS
LEASE; OR (B) THE EXPIRATION DATE; PROVIDED, HOWEVER, THAT TENANT DOES HEREBY
AUTHORIZE LANDLORD TO WITHHOLD FROM ANY FUNDS HELD BY LANDLORD HEREUNDER AS THE
SECURITY DEPOSIT ALL AMOUNTS ALLOWED BY LAW AND THE AMOUNT REASONABLY
ANTICIPATED BY LANDLORD TO BE OWED BY TENANT AS A RESULT OF AN UNDERPAYMENT OF
THE OE PAYMENT FOR THE FINAL YEAR OF THE TERM.
TO THE FULLEST EXTENT PERMITTED
BY APPLICABLE LAW, TENANT AGREES THAT THE PROVISIONS OF THIS ARTICLE 6 SHALL
SUPERSEDE AND REPLACE ALL STATUTORY RIGHTS OF
9
TENANT UNDER APPLICABLE LAW REGARDING THE RETENTION, APPLICATION OR RETURN OF
SECURITY DEPOSITS.
IF LANDLORD TRANSFERS ITS INTEREST IN THE PREMISES, LANDLORD
SHALL ASSIGN THE SECURITY DEPOSIT TO THE TRANSFEREE AND, FOLLOWING THE
ASSIGNMENT AND THE DELIVERY TO TENANT OF AN ACKNOWLEDGEMENT OF THE TRANSFEREE'S
RESPONSIBILITY FOR THE SECURITY DEPOSIT IF REQUIRED BY LAW, LANDLORD SHALL HAVE
NO FURTHER LIABILITY FOR THE RETURN OF THE SECURITY DEPOSIT.
LANDLORD SHALL NOT
BE REQUIRED TO KEEP THE FUNDS CONSTITUTING THE SECURITY DEPOSIT (I.E., ANY FUNDS
RECEIVED BY LANDLORD AS A RESULT OF A DRAFT ON THE LETTER OF CREDIT) SEPARATE
FROM ITS OTHER ACCOUNTS.
7.
Services Furnished by Landlord.
A.
Standard Services.
Subject to the provisions of this Lease,
Landlord agrees to furnish (or cause a third