FAILS TO TIMELY AND FULLY PAY DEBT
UNDERLYING THE LIENS IDENTIFIED AS PERMITTED EXCEPTIONS.
(3)
FAILS TO DISCLOSE ANY MATERIAL FINANCIAL
OBLIGATION.
FOR PURPOSES OF THIS SECTION 16.A.3, AN UNDISCLOSED FINANCIAL
OBLIGATION SHALL BE DEEMED MATERIAL IF IT IS EQUAL TO ONE HUNDRED THOUSAND
DOLLARS ($100,000) OR MORE IN THE AGGREGATE.
IN ADDITION, TO OTHER REMEDIES
AVAILABLE TO LESSEE IN THE EVENT OF LESSOR'S DEFAULT, LESSOR SHALL INDEMNIFY AND
HOLD LESSEE HARMLESS FROM ANY MATERIAL FINANCIAL OBLIGATION OF LESSOR NOT
DISCLOSED AS REQUIRED BY THIS LEASE.
IN THE EVENT OF LESSOR'S FAILURE TO MAKE
THE REQUIRED DISCLOSURE, LESSEE MAY, AT ITS SOLE OPTION AND IN ITS SOLE
DISCRETION, (I) TERMINATE THIS LEASE WITHOUT FURTHER OBLIGATION OF ANY KIND TO
LESSOR OR LESSOR'S CREDITORS, (II) PAY DIRECTLY THE UNDISCLOSED OBLIGATION AND
SET THE AMOUNT OF THE PAYMENT OFT AGAINST RENT OR ANY OTHER AMOUNTS OWED LESSOR
BY LESSEE, OR (III) ENFORCE LESSOR'S INDEMNIFICATION AS HEREIN CONTEMPLATED.
IN
THE EVENT LESSEE OPTS TO PAY SUCH ADDITIONAL AMOUNT AND SET SUCH PAYMENTS OFF
AGAINST RENT OR OTHER PAYMENTS DUE HEREUNDER, SUCH SET OFF SHALL BE AT THE
MAXIMUM RATE OF TEN PERCENT (10%) PER MONTH OF THE ADDITIONAL AMOUNT PAID BY
LESSEE UNTIL THE ENTIRE ADDITIONAL AMOUNT HAS BEEN SET OFF.
BY WAY OF EXAMPLE
ONLY, SHOULD LESSEE PAY AN ADDITIONAL AMOUNT OF FIFTY THOUSAND DOLLARS ($50,000)
PURSUANT TO THIS SECTION 4, THAT AMOUNT SHALL BE SET OFF AGAINST RENT AND OTHER
PAYMENTS OWED LESSOR AT THE RATE OF FIVE THOUSAND DOLLARS ($5,000) PER MONTH FOR
TEN (10) MONTHS.
(4)
FAILS TO CAP THE ASSUMED PAYMENTS AT THE
MONTHLY LEVELS DESCRIBED IN SECTION 4 HEREOF, OR FAILS TO PAY ANY AMOUNT IN
EXCESS OF THE CAP.
(5)
VIOLATE OR FAILS TO PERFORM IN CONNECTION
WITH ANY WARRANTY OR REPRESENTATION CONTAINED IN SECTION 19 HEREOF.
(6)
FAILS TO COMPLY WITH ANY TERM, CONDITION OR
OBLIGATION OF LESSOR UNDER THE LEASE, AND SUCH FAILURE TO COMPLY CONTINUES FOR A
PERIOD OF THIRTY (30) DAYS AFTER LESSEE GIVES LESSOR WRITTEN NOTICE OF SUCH
FAILURE.
B.
REMEDIES OF LESSEE.
IN ADDITION TO SUCH
REMEDIES AS ARE DESCRIBED IN OTHER SECTIONS AND PROVISIONS OF THIS LEASE, UPON
THE OCCURRENCE OF ANY DEFAULT BY LESSOR, AFTER EXPIRATION OF ANY APPLICABLE CURE
PERIODS, LESSEE SHALL HAVE THE RIGHT, AT ITS ELECTION, THEN OR AT ANY TIME
THEREAFTER, TO EXERCISE ANY ONE OR MORE OF THE FOLLOWING REMEDIES:
(1)
MAKE ANY PAYMENT OR TAKE ANY ACTION TO CURE
ANY SUCH DEFAULT BY LESSOR IN SUCH MANNER AND TO SUCH EXTENT AS LESSEE MAY IN
GOOD FAITH DEEM NECESSARY OR REASONABLE, AND SET OFF ANY SUCH PAYMENT AGAINST
RENT OR OTHER PAYMENTS OTHERWISE OWED LESSOR.
(2)
TERMINATE THIS LEASE AS OF THE DATE OF THE
DEFAULT BY LESSOR, OR AS OF ANY LATER DATE SPECIFIED IN A WRITTEN NOTICE OF
TERMINATION TO LESSOR, WITHOUT PAYMENT OF ANY PENALTY, LIQUIDATED DAMAGES, OR
TERMINATION OR OTHER FEE OR PENALTY TO LESSOR.
(3)
COMMENCE AN ACTION TO SPECIFICALLY ENFORCE
ANY OF LESSOR'S OBLIGATIONS UNDER