CAPTIONS
INSERTED IN THIS LEASE ARE FOR CONVENIENCE ONLY AND IN NO WAY DEFINE, LIMIT OR
OTHERWISE DESCRIBE THE SCOPE OR INTENT OF THIS LEASE, OR ANY PROVISION HEREOF,
OR IN ANY WAY AFFECT THE INTERPRETATION OF THIS LEASE.
B.
THE TERMS, PROVISIONS AID COVENANTS CONTAINED IN THIS LEASE SHALL
RUN WITH THE LAND AND SHALL APPLY TO, INURE TO THE BENEFIT OF, AND BE BINDING
UPON, THE PARTIES HERETO AND UPON THEIR RESPECTIVE HEIRS, EXECUTORS, PERSONAL
REPRESENTATIVES, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, EXCEPT AS
OTHERWISE HEREIN EXPRESSLY PROVIDED.
LANDLORD SHALL HAVE THE RIGHT TO TRANSFER
AND ASSIGN, IN WHOLE OR IN PART, ITS RIGHTS AND OBLIGATIONS IN THE BUILDING AND
PROPERTY THAT ARE THE SUBJECT OF THIS LEASE.
UPON ANY LANDLORD'S CONVEYANCE OF
THE BUILDING OR THE LAND, AND THE ASSIGNMENT OF ITS RIGHTS UNDER THIS LEASE, TO
ANOTHER PARTY ("SUCCESSOR") SUCH LANDLORD SHALL BE RELEASED FROM ITS OBLIGATIONS
HEREUNDER AND THE SUCCESSOR SHALL BECOME THE "LANDLORD" HEREUNDER FROM AND AFTER
THE DATE OF ANY SUCH CONVEYANCE AND ASSIGNMENT AND SHALL THEREAFTER HAVE ALL OF
THE RIGHTS AND OBLIGATIONS OF LANDLORD HEREUNDER, IN ACCORDANCE WITH THE TERMS
HEREOF, DURING THE PERIOD OF ITS OWNERSHIP OF THE BUILDING.
EACH PARTY AGREES
TO FURNISH TO THE OTHER, PROMPTLY UPON DEMAND, A CORPORATE RESOLUTION, PROOF OF
DUE AUTHORIZATION BY PARTNERS, OR OTHER APPROPRIATE DOCUMENTATION EVIDENCING THE
DUE AUTHORIZATION OF SUCH PARTY TO ENTER INTO THIS LEASE.
C.
NEITHER TENANT NOR LANDLORD SHALL BE HELD RESPONSIBLE FOR DELAYS
IN THE PERFORMANCE OF THEIR RESPECTIVE OBLIGATIONS HEREUNDER WHEN SUCH DELAYS
ARE CAUSED BY MATERIAL SHORTAGES, WEATHER, ACTS OF GOD, LABOR DISPUTES OR OTHER
CAUSES BEYOND THE REASONABLE CONTROL OF TENANT OR LANDLORD, AS THE CASE MAY BE
(COLLECTIVELY, THE "FORCE MAJEURE DELAYS"); PROVIDED.
HOWEVER, THE FOREGOING
SHALL BE INAPPLICABLE TO AND SHALL NOT IN ANY WAY EXCUSE TENANT'S OR LANDLORD'S
FAILURE TO TIMELY PAY BASE RENT, OTHER RENT OR OTHER MONETARY AMOUNT, AS
APPLICABLE, DUE HEREUNDER FROM ONE PARTY TO THE OTHER AT THE LIME SUCH PAYMENTS
ARE DUE.
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D.
TENANT AGREES, FROM TIME TO TIME, WITHIN TEN (10) DAYS AFTER
REQUEST BY LANDLORD, TO DELIVER TO LANDLORD OR LANDLORD'S DESIGNEE, A
CERTIFICATE OF OCCUPANCY, FINANCIAL STATEMENTS AND AN ESTOPPEL CERTIFICATE
STATING (1) THAT THIS LEASE IS IN FULL FORCE AND EFFECT, (2) THE DATE TO WHICH
RENT IS PAID, (3) THAT THERE IS NO DEFAULT ON THE PART OF LANDLORD OR TENANT
UNDER THIS LEASE, (4) THAT TENANT DOES NOT HAVE ANY RIGHT OF OFFSET, CLAIMS OR
DEFENSES TO THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS LEASE, AND (5) SUCH
OTHER FACTUAL MATTERS PERTAINING TO THIS LEASE AS MAY BE REASONABLY REQUESTED BY
LANDLORD.
TENANT HEREBY IRREVOCABLY APPOINTS LANDLORD AS ATTORNEY-IN-FACT FOR
TENANT WITH FULL POWER AND AUTHORITY TO EXECUTE AND DELIVER IN THE NAME OF
TENANT SUCH ESTOPPEL CERTIFICATE IF TENANT FAILS TO DELIVER THE SAME WITHIN SUCH
TEN (10) DAY PERIOD AND SUCH CERTIFICATE AS SIGNED BY LANDLORD OR LANDLORD'S
DESIGNEE, AS THE CASE MAY BE, SHALL BE FULLY