PARTY HERETO MAY WAIVE THE BENEFIT OF ANY PROVISION OR CONDITION
FOR ITS BENEFIT CONTAINED IN THIS AGREEMENT, BUT ONLY IF SUCH WAIVER IS
EVIDENCED BY A WRITING SIGNED BY SUCH PARTY.
16.11
AGREEMENT IN COUNTERPARTS.
THIS AGREEMENT MAY BE EXECUTED IN
MULTIPLE COUNTERPARTS, EACH OF WHICH SHALL BE CONSIDERED AN ORIGINAL AND ALL
SHALL CONSTITUTE ONE AND THE SAME AGREEMENT, BINDING UPON ALL OF THE PARTIES
HERETO, NOTWITHSTANDING THAT ALL OF THE PARTIES MAY NOT BE SIGNATORIES TO THE
SAME COUNTERPART.
16.12
ATTORNEYS' FEES.
IN THE EVENT OF A JUDICIAL OR ADMINISTRATIVE
PROCEEDING OR ACTION BY ONE PARTY AGAINST THE OTHER PARTY WITH RESPECT TO THE
INTERPRETATION OR ENFORCEMENT OF THIS AGREEMENT, THE PREVAILING PARTY SHALL BE
ENTITLED TO RECOVER REASONABLE COSTS AND EXPENSES INCLUDING, WITHOUT LIMITATION,
REASONABLE ATTORNEYS' FEES AND EXPENSES, WHETHER AT THE INVESTIGATIVE, PRETRIAL,
TRIAL OR APPELLATE LEVEL, AND WHETHER IN ANY ARBITRATION OR BANKRUPTCY
PROCEEDING.
THE PREVAILING PARTY SHALL BE DETERMINED BASED UPON AN ASSESSMENT
OF WHICH PARTY'S MAJOR ARGUMENTS OR POSITIONS PREVAILED.
16.13
TIME PERIODS.
IN THE EVENT THE TIME FOR PERFORMANCE OF ANY
OBLIGATION HEREUNDER EXPIRES ON A DAY OTHER THAN A BUSINESS DAY, THE TIME FOR
PERFORMANCE SHALL BE EXTENDED TO THE NEXT DAY WHICH IS A BUSINESS DAY.
16.14
MODIFICATION OF AGREEMENT.
NO MODIFICATION OF THIS AGREEMENT SHALL
BE DEEMED EFFECTIVE UNLESS IN WRITING AND SIGNED BY ALL OF THE PARTIES HERETO.
16.15
TIME OF THE ESSENCE.
TIME IS OF THE ESSENCE OF THIS AGREEMENT.
16.16
CONSTRUCTION OF AGREEMENT.
THIS AGREEMENT SHALL NOT BE CONSTRUED
MORE STRICTLY AGAINST ONE PARTY THAN AGAINST THE OTHER MERELY BY VIRTUE OF THE
FACT THAT IT MAY HAVE BEEN PREPARED PRIMARILY BY COUNSEL FOR ONE OF THE
PARTIES.
NO PROVISION OF THIS AGREEMENT SHALL RUN TO THE BENEFIT OF OR BE
ENFORCEABLE BY ANY PARTY OTHER THAN THE PARTIES HERETO AND THEIR PERMITTED
SUCCESSORS OR ASSIGNS.
16.17
CONSENT AND APPROVALS.
OWNER'S CONSENTS OR APPROVALS MAY BE GIVEN
ONLY IN WRITING AND ONLY BY REPRESENTATIVES OF OWNER FROM TIME TO TIME
DESIGNATED IN WRITING BY OWNER.
16.18
USE OF OWNER'S NAME PROHIBITED.
WITHOUT OWNER'S PRIOR APPROVAL,
WHICH OWNER MAY WITHHOLD IN ITS ABSOLUTE DISCRETION, MANAGER WILL NOT USE THE
NAME OF OWNER OR ANY OWNER RELATED ENTITY, OR ANY DERIVATION THEREOF, IN ANY
MANNER WHATSOEVER.
16.19
EXCULPATION.
MANAGER, AND ALL PERSONS CLAIMING BY, THROUGH OR UNDER
MANAGER,
34
SHALL LOOK SOLELY TO OWNER'S INTEREST IN THE PROPERTY FOR THE SATISFACTION OF
ANY CLAIM NOW EXISTING OR HEREAFTER ARISING OR ACCRUING AGAINST THE OWNER, AND
IN NO EVENT SHALL (A) OWNER BE LIABLE FOR ANY DEFICIENCY OR (B) ANY OTHER OWNER
RELATED ENTITY EVER HAVE ANY LIABILITY HEREUNDER.
16.20
CONFIDENTIALITY.
MANAGER AND ITS EMPLOYEES AND AGENTS AGREE TO KEEP
ALL INFORMATION RELATED TO THE PROPERTY AND OWNER CONFIDENTIAL, EXCEPT TO THE
EXTENT NECESSARY TO CARRY OUT MANAGER'S OBLIGATIONS UNDER THIS AGREEMENT OR AS
MAY BE REQUIRED BY LAW.
16.21
NO JOINT VENTURE.
NOTHING IN THIS AGREEMENT OR IN THE PERFORMANCE
OF ANY OBLIGATIONS HEREUNDER SHALL BE