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<br />agreement between Lessor and the Broker.
<br />
<br />37. PROVISIONS BINDING. ETC.:
<br />
<br />Except as olbenvise expressly provided, all provisions herein shall be binding upon and shall inure to the
<br />benefit of the parties, their legal representatives, successors and assigns, Each provision to be performed by Lessee shall be
<br />construed to be both a covenant and a condition, and if there shall be more than one Lessee, they shall all be bound jointly and
<br />severally, by these provisions. In the event of any sale of the Demised Premises or this Lease, Lessor shall be entirely relieved
<br />of all obligations hereunder.
<br />
<br />38. ENTIRE AGREEMENT. ETC.:
<br />
<br />This Lease and the Exhibits and Riders, if any attached, set forth the entire agreement between the parties.
<br />Any prior conversations or writings are merged herein and extinguished. No subsequent amendment to this Lease shall be
<br />binding upon Lessor or Lessee unless reduced to writing and signed. Submission of this Lease for examination does not
<br />constitute an option for the Demised Premises and becomes effective as a lease only upon execution and delivery thereof by
<br />both Lessor and Lessee. If any provision contained in a rider is inconsistent with the printed provision of this Lease, the
<br />provision contained in said rider shall supersede said printed provision. The captions, numbers and index appearing herein are
<br />inserted only as a matter of convenience and are not intended to define, limit construe or describe the scope or intent of any
<br />paragraph, nor in any way affect this Lease,
<br />
<br />39. DEFINITIONS:
<br />
<br />The term "Lessor" as used in this Lease shall mean only the owner or the mortgagee in possession for the time
<br />being of the land and building (or the owner of a lease of the building) of which the Demised Premises forms a part, so that in
<br />the event of any sale or sales of said land and building, or of the underlying lease or ground lease thereof, or in the event of a
<br />lease of said building, Lessor shall be and hereby is entirely freed and relieved of all covenants and obligations on its part to
<br />be performed hereunder, and it sha11 be deemed and construed without further agreement between the parties or their successors
<br />in interest or between the parties and the purchaser at any such sale, or the said Lessee of the building, that the purchaser or
<br />the Lessee of the building has assumed and agreed to carry out any and all covenants and obligations of Lessor hereunder.
<br />
<br />40. ESTOPPEL CERTIFICATE BY LESSEElFINANCIAL STATEMENTS:
<br />
<br />A From time to time, within ten (10) days next following Lessor's request, Lessee shall deliver to Lessor a
<br />written statement executed and acknowledged by Lessee in form satisfactory to Lessor (a) stating that this Lease is then in full
<br />force and effect and has not been modified (or if modified, setting forth all modifications), (b) setting forth the date to which
<br />the Minimum Rent, additional rent and other charges hereunder have been paid, (c) stating whether or not, to the best
<br />knowledge of Lessee, Lessor is in default under this Lease, and, if Lessor is in default, setting forth the specific nature of all
<br />such defaults, (d) certifying that Lessee has accepted possession of the Demised Premises, and (e) as to any other matters
<br />requested by Lessor.
<br />
<br />B, Lessee shall deliver to Lessor within thirty (30) days from the end of each calendar year financial
<br />statements (including, without limitation, balance sheets, profit and loss statements and financial net worth statements) of the
<br />Lessee as of December 31 of the just expired calendar prepared in accordance with generally accepted accounting principles
<br />and certified by the Lessee to be true, complete and correct.
<br />
<br />41. LIMITATION OF LIABILITY:
<br />
<br />Lessee shall look solely to Lessor's interest in the Demised Premises for the satisfaction of any judgment or
<br />decree requiring the payment of money by Lessor, based upon any default under this Lease, and no other property or asset of
<br />Lessor shal1 be subject to levy, execution or other enforcement procedure for the satisfaction of such judgment or decree.
<br />
<br />42, CAPTIONS AND HEADINGS:
<br />
<br />Captions and Article headings contained in this Lease are for convenience and reference only and in no way
<br />define, describe, extend or limit the scope or intent of this Lease nor the intent of any provision hereof.
<br />
<br />43. COUNTERPARTS:
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<br />This Lease may be executed in one or more counterparts, each of which shall be deemed to be an original but
<br />all of which shall constitute one and the same agreement.
<br />
<br />44. GENDER:
<br />
<br />All tenns and words used in this Lease, regan:1less of the number and gender in which used, shall be deemed
<br />to include any other gender or number as the context or the use thereof may require.
<br />
<br />45, INTERPRETATION:
<br />
<br />This Lease sha1l not be construed more strictly against one party than against the other merely by virtue of the
<br />fact that it may have been prepared by counsel for one of the parties, it being recognized that both Lessor and Lessee have
<br />contributed substantially and materially to the preparation of this Lease. Wherever used in this Lease, ~ means "any and
<br />all"; "include" and "including" each are without limitation; "indemnifv" means that the indemnitor will defend, indemnify and
<br />hold the indemnitee harmless against any claims, demands, losses or liabilities asserted against or incurred by, the indemnitee
<br />to any third party because of the subject matter of the indemnity; "mav not" and other negative forms of the vezb "may" each
<br />are prolnbitory; and "will". ~, ~ each are mandatoxy, Unless this Lease expressly or necessarily requires otherwise
<br />(i) any time period measured in "days" means consecutive calendar days, except that the expiration of any time period measured
<br />in days that expires on a Saturday, Sunday or legal holiday automatically will be extended to the next day so that it is not a
<br />Saturday, Sunday or legal holiday; (ii) any action is at the sole expense of the party required to take it; (ill) the scope of any
<br />indemnity includes any costs and expenses, including reasonable attorneys' fees, incurred in defending any indemnified claim,
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