THE
CONSENT OR APPROVAL BY EITHER PARTY SHALL NOT BE CONSTRUED AS A WAIVER OF A
SUBSEQUENT BREACH OF THE SAME COVENANT, TERM OR CONDITION. THE CONSENT OR
APPROVAL BY EITHER PARTY TO OR OF ANY ACT BY THE OTHER PARTY REQUIRING SUCH
CONSENT OR APPROVAL SHOULD NOT BE DEEMED TO WAIVE OR RENDER UNNECESSARY CONSENT
TO OR APPROVAL OF ANY SUBSEQUENT SIMILAR ACT.
28.3
ENTIRE AGREEMENT. THIS LEASE CONTAINS THE ENTIRE
AGREEMENT BETWEEN THE PARTIES AND NO AGREEMENT SHALL BE EFFECTIVE TO CHANGE,
MODIFY OR TERMINATE THIS LEASE IN WHOLE OR IN PART UNLESS SUCH AGREEMENT IS IN
WRITING AND DULY SIGNED BY THE PARTIES HERETO.
28.4
SEVERABILITY. THE INVALIDITY OR UNENFORCEABILITY
OF ANY PROVISION HEREOF SHALL NOT AFFECT OR IMPAIR ANY OTHER PROVISION.
28.5
MODIFICATION. SHOULD ANY MORTGAGEE OR BENEFICIARY
UNDER A DEED OF TRUST REQUIRE A MODIFICATION OF THIS LEASE, WHICH MODIFICATION
WILL NOT BRING ABOUT ANY INCREASED COST OR EXPENSE TO TENANT OR WILL IN ANY WAY
SUBSTANTIALLY CHANGE THE RIGHTS AND OBLIGATIONS OF TENANT HEREUNDER, THEN AND IN
SUCH EVENT, TENANT AGREES THAT THIS LEASE MAY BE SO MODIFIED.
28.6
GOVERNING LAW. THIS LEASE SHALL BE GOVERNED BY
AND CONSTRUED PURSUANT TO THE LAWS OF THE STATE OF COLORADO.
28.7
SUCCESSORS AND ASSIGNS. THE COVENANTS AND
CONDITIONS HEREIN CONTAINED SHALL INURE TO AND BIND THE RESPECTIVE HEIRS,
PERMITTED SUCCESSORS, EXECUTORS, ADMINISTRATORS AND ASSIGNS OF THE PARTIES
HERETO, AND THE TERMS "LANDLORD" AND "TENANT" SHALL INCLUDE THE PERMITTED
SUCCESSORS AND ASSIGNS OF EITHER SUCH PARTY, WHETHER IMMEDIATE OR REMOTE, EXCEPT
AS OTHERWISE SPECIFICALLY SET FORTH IN THIS LEASE TO THE CONTRARY.
28.8
AUTHORIZATION TO EXECUTE. IN THE EVENT TENANT
HEREUNDER SHALL BE A CORPORATION, THE PARTIES EXECUTING THIS LEASE ON BEHALF OF
TENANT HEREBY COVENANT AND WARRANT THAT TENANT IS A DULY QUALIFIED CORPORATION
AND ALL STEPS HAVE BEEN TAKEN PRIOR TO THE DATE HEREOF TO QUALIFY TENANT TO DO
BUSINESS IN THE STATE OF COLORADO; ALL FRANCHISE AND CORPORATE TAXES HAVE BEEN
PAID TO DATE, AND ALL FUTURE FORMS, REPORTS, FEES AND OTHER DOCUMENTS NECESSARY
TO COMPLY WITH APPLICABLE LAWS WILL BE FILED.
28.9
APPROVAL OF DOCUMENTS. LANDLORD'S APPROVAL OF
TENANT'S PLANS FOR WORK PERFORMED BY LANDLORD OR TENANT IN THE PREMISES SHALL
CREATE NO RESPONSIBILITY OR LIABILITY ON THE
34
PART OF LANDLORD FOR THEIR COMPLETENESS, DESIGN, SUFFICIENCY, OR COMPLIANCE WITH
ANY LAWS, RULES, OR REGULATIONS OF GOVERNMENTAL AGENCIES OR AUTHORITIES.
28.10
ATTORNEYS
FEES.
IN THE EVENT OF ANY DISPUTE
HEREUNDER THE PREVAILING PARTY IN SUCH ACTION SHALL BE ENTITLED TO ITS
REASONABLE ATTORNEYS AND COSTS IN SUCH ACTION.
28.11
USE OF NAMES.
LANDLORD SHALL NOT PUBLISH, RELATING TO
THIS LEASE OR IN CONJUNCTION WITH THE BUILDING COMPLEX THE NAME "GAIAM, INC." OR
THE NAME OF ANY EMPLOYEE, OFFICER OR DIRECTOR OF "GAIAM, INC." IN ANY NEWSLETTER
OR SIMILAR PUBLICATION, INCLUDING PRESS RELEASES, WITHOUT TENANT'S PRIOR
CONSENT. TENANT SHALL NOT PUBLISH LANDLORD'S NAME OR THE NAME OF ANY PARTNER OR
AFFILIATED ENTITY OR OFFICER OF SUCH ENTITY OR USE THE NAME OF THE