THE INFORMATION IS KNOWN TO LESSOR
PRIOR TO OBTAINING THE SAME; (II) THE INFORMATION IS, AT THE TIME OF DISCLOSURE
BY LESSOR, THEN IN THE PUBLIC DOMAIN; (III) THE INFORMATION IS OBTAINED BY
LESSOR FROM A THIRD PARTY WHO DID NOT RECEIVE SAME, DIRECTLY OR INDIRECTLY FROM
LESSEE AND WHO HAS NO OBLIGATION OF SECRECY WITH RESPECT THERETO; OR (IV) THE
INFORMATION IS REQUESTED BY AND DIVULGED TO A GOVERNMENTAL OR REGULATORY
AUTHORITY HAVING COMPETENT JURISDICTION OVER LESSOR OR ITS BUSINESS. LESSOR
FURTHER AGREES THAT IT WILL NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF LESSEE,
DISCLOSE TO ANY THIRD PARTY ANY INFORMATION DEVELOPED OR OBTAINED BY LESSOR IN
THE PERFORMANCE OF THIS AGREEMENT EXCEPT TO THE EXTENT THAT SUCH INFORMATION
FALLS WITHIN ONE OF THE CATEGORIES DESCRIBED ABOVE.
23.7.
COUNTERPARTS. THIS LEASE MAY BE EXECUTED IN AS MANY
COUNTERPARTS AS MAY BE DEEMED NECESSARY AND CONVENIENT, AND BY THE DIFFERENT
PARTIES HERETO ON SEPARATE COUNTERPARTS, EACH OF WHICH, WHEN SO EXECUTED OR
OTHERWISE AUTHENTICATED, SHALL BE DEEMED TO BE AN ORIGINAL, BUT ALL SUCH
COUNTERPARTS TOGETHER SHALL CONSTITUTE BUT ONE AND THE SAME DOCUMENT.
23.8.
EFFECTIVE ONLY UPON EXECUTION BY AUTHORIZED
OFFICER. NEITHER THIS LEASE NOR ANY LEASE SCHEDULE SHALL BE DEEMED TO CONSTITUTE
AN OFFER OR BE BINDING UPON LESSOR UNTIL EXECUTED BY LESSOR'S AUTHORIZED
OFFICER. NO REPRESENTATIONS MADE BY ANY LESSOR'S SALESPERSONS OR ANYONE ELSE
SHALL BE BINDING UNLESS INCORPORATED HEREIN IN WRITING.
23.9.
ENTIRE AGREEMENT. THIS LEASE ALONG WITH ANY LEASE
SCHEDULES AND RELATED INSTRUMENTS EXECUTED IN CONNECTION THEREWITH CONSTITUTES
THE ENTIRE AGREEMENT BETWEEN THE PARTIES WITH RESPECT TO THE SUBJECT MATTER
HEREOF AND SUPERSEDES ALL PRIOR AGREEMENTS, PROMISES, NEGOTIATIONS,
REPRESENTATIONS OR UNDERSTANDINGS, WHETHER WRITTEN OR ORAL, BETWEEN THE PARTIES
HERETO RELATING TO THE SUBJECT MATTER OF THIS LEASE OR ANY LEASE SCHEDULES. ANY
PRIOR AGREEMENTS, PROMISES, NEGOTIATIONS, REPRESENTATIONS OR UNDERSTANDINGS,
EITHER ORAL OR WRITTEN, NOT EXPRESSLY SET FORTH IN THIS LEASE, ANY LEASE
SCHEDULE, OR RELATED INSTRUMENTS EXECUTED IN CONNECTION THEREWITH SHALL NO FORCE
OR EFFECT.
23.10.
FURTHER ASSURANCES. THE PARTIES FURTHER COVENANT AND
AGREE TO DO, EXECUTE AND DELIVER, OR CAUSE TO BE DONE, EXECUTED AND DELIVERED,
AND COVENANT AND AGREE TO USE THEIR BEST EFFORTS TO CAUSE THEIR SUCCESSORS AND
ASSIGNS TO DO, EXECUTE AND DELIVER, OR CAUSE TO BE DONE, EXECUTED AND DELIVERED,
ALL SUCH FURTHER ACTS, TRANSFERS AND ASSURANCES, FOR IMPLEMENTING THE INTENTION
OF THE PARTIES UNDER THIS AGREEMENT, AS THE PARTIES REASONABLY SHALL REQUEST.
THE
16
PARTIES AGREE TO EXECUTE ANY ADDITIONAL INSTRUMENTS OR AGREEMENTS NECESSARY TO
CARRY OUT THE INTENT OF THIS LEASE.
23.11.
GOVERNING LAW. THE SUBSTANTIVE AND PROCEDURAL LAWS OF
THE STATE OF NEVADA SHALL GOVERN THE VALIDITY, CONSTRUCTION, INTERPRETATION,
PERFORMANCE AND ENFORCEMENT OF THIS AGREEMENT AND THE PARTIES AGREE TO
JURISDICTION IN NEVADA WITHOUT REFERENCE TO ITS CONFLICT OF LAWS PROVISIONS
REGARDLESS OF THE LOCATION OF THE EQUIPMENT. THE PARTIES ALSO HEREBY AGREE THAT
ANY ACTION AND/OR PROCEEDING IN CONNECTION WITH THIS AGREEMENT SHALL ONLY BE
BROUGHT IN THE VENUE OF CLARK COUNTY, NEVADA.
23.12.
GOVERNING