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35. Guarantor.
<br />35.1 If there are to be any Guarantors of this Lease per Paragraph 1.1 1, each such Guarantor shall execute the form
<br />of Guaranty provided by Landlord, and each said Guarantor shall have the same obligations as Tenant under this Lease, including
<br />but not limited to the obligation to provide the Tenancy Statement and information called for by Paragraph 15.
<br />35.2 It shall constitute a Default of the Tenant under this Lease if any such Guarantor fails or refuses, upon reasonable
<br />request by Landlord to give: (a) evidence of the due execution of the guaranty called for by this Lease, including the authority of
<br />the Guarantor land of the party signing on Guarantor's behalf to obligate such Guarantor on said guaranty, and including in the case
<br />of a corporate Guarantor, a certified copy of a resolution of its board of directors authorizing the making of such guaranty, together
<br />with a certificate of incumbency showing the signatures of the persons authorized to sign oil its behalf, (b) current financial
<br />statements of Guarantor as may from time to time be requested by Landlord, (c) a Tenancy Statement, or (d) written confirmation
<br />that the guaranty is still in effect.
<br />36. Quiet Possession. Upon payment by Tenant of the rent for the Premises and the observance and performance of all of the
<br />covenants, conditions and provisions on Tenant's part to be observed and performed under this Lease, Tenant shall have quiet
<br />possession of the Premises for the entire Tenn hereof subject to all of the provisions of this Lease and all matters of record against
<br />the Premises.
<br />37. Options.
<br />37.1 Definition. As used in this Paragraph 37 the word "Option" has the following meaning: (a) the right to extend the
<br />Term of this Lease or to renew this Lease or to extend or renew any lease that Tenant has on other property of Landlord; (b) the
<br />right of first refusal to lease the Premises or the right of first offer to lease the Premises or the right of first refusal to lease other
<br />property of Landlord or the right of first offer to lease other property of Landlord; (c) the right to purchase the Premises, or tite right
<br />of first refusal to purchase the Premises, or the right of first offer to purchase the Premises, or the right to purchase other property
<br />of Landlord, or the right of first refusal to purchase other property of Landlord, or the right of first offer to purchase other property
<br />of Landlord.
<br />37.2 Options Personal To Original Tenant. Each Option granted to Tenant in this Lease is personal to the original Tenant
<br />named in Paragraph 1 .1 hereof, and cannot he voluntarily or involuntarily assigned or exercised by any person or entity other than
<br />said original Tenant while the original Tenant is in full and actual possession of the Premises and without the intention of thereafter
<br />assigning or subletting. The Options, if any, herein granted to Tenant are not assignable, either as a part of an assignment of this
<br />Lease or separately or apart therefrom, and no Option may be separated from this Lease in any manner, by reservation or otherwise.
<br />37.3 Multiple Options. In the event that Tenant has any multiple Options to extend or renew this Lease, a later option
<br />cannot be exercised unless the prior Options to extend or renew this Lease have been validly exercised.
<br />37.4 Effect of Default.
<br />(a) Tenant shall have no right to exercise am Option, notwithstanding any provision in the grant of Option to
<br />the contrary: (i) during the period commencing with the giving of any notice of Default under Paragraph 12.1 and continuing until
<br />the noticed Default is cured, or 00 during the period of time any monetary obligation due Landlord from Tenant is unpaid (without
<br />regard to whether notice thereof is given Tenanti, or (iii) during the time Tenant is in Breach of this Lease, or (iv) in the event that
<br />Landlord has given to Tenant three (3) or more notices of Default under Paragraph 12.1, whether or not the Defaults are cured,
<br />during the twelve (1 2) month period immediately preceding the exercise of the Option.
<br />(b) The period of time within which an Option may be exercised shall not be extended or enlarged by reason
<br />of Tenant's inability to exercise an Option because of the provisions of Paragraph 37.4(a).
<br />(c) All rights of Tenant under the provisions of an Option shall, at Landlord's option, terminate and be of no
<br />further force or effect, notwithstanding Tenant's due and timely exercise of the Option, if, after such exercise and during the Term
<br />of this Lease, (i) Tenant fails to pay to Landlord a monetary obligation of Tenant for a period of thirty (301 days after such obligation
<br />becomes due (without any necessity of Landlord to give notice thereof to Tenant), or (ii) Landlord gives to Tenant three or more
<br />notices of Default under Paragraph 12.1 during any twelve month period, whether or not the Defaults are cured, or liii) if Tenant
<br />commits a Breach of this Lease.
<br />38. Rules and Regulations. Tenant agrees that it will abide by, keep and observe the Project rules and regulations attached
<br />hereto as Exhibit B and incorporated herein by this reference, and all modifications thereof and additions thereto from time to time
<br />promulgated by Landlord for the management, safety, care, and cleanliness of the grounds, the parking and unloading of vehicles
<br />and the preservation of good order within the Project, as well as for the convenience of occupants or tenants of the Project and their
<br />invitees. Landlord shall not be responsible to Tenant for the violation or non-performance by any other tenant or occupant of the
<br />Project of any of such rules and regulations. In addition to, and without limitation upon, the other rights and remedies of Landlord
<br />under this Lease, at law and/or in equity in the event of any violation of the rules arid regulations by Tenant, in the event that Tenant
<br />and/or its licensees and/or any of their respective employees, agents, contractors and/or representatives (a) use, in the aggregate,
<br />more than the number of parking spaces designated for permitted use by Tenant pursuant to this Lease, or (b) park any of their
<br />vehicles in a manner so as to interfere with the flow of traffic or other typical operation of the Common Area of the Project, Tenant
<br />shall pay to Landlord as additional rent, the sum of One Hundred Dollars IS 100.00) per vehicle per violation. Landlord and Tenant
<br />agree that for each such violation, the damages to Landlord resulting therefrom shall be extremely impractical and difficult to fix and
<br />ascertain, and that such additional rent charge represents a fair and reasonable estimate of the costs that Landlord will incur with
<br />respect to each such violation.
<br />39. Security Measures. Tenant hereby acknowledges that the rental payable to Landlord hereunder does not include the cost
<br />of guard service or other security measures, and that Landlord shall have no obligation whatsoever to provide some (provided that
<br />Landlord has the right, in its sole and absolute discretion, to provide security services and include the cost thereof as an item of
<br />Common Area Expenses). Tenant assumes all responsibility for the protection of the Premises, Tenant, its agents and invitees and
<br />their property from the acts of third parties.
<br />40. Reservations. Landlord roserves to itself the right, from time to time, to grant, without the consent or joinder of Tenant,
<br />such easements, rights and dedications that Landlord deems necessary, and to cause the recordation of parcel maps and restrictions,
<br />so long as such easements, rights, dedications, maps and restrictions do not unreasonably interfere with the use of tite Premises
<br />by Tenant. Tenant agrees to sign any documents reasonably requested by Landlord to effectuate any such easement rights,
<br />dedication, map or restrictions.
<br />41. Performance Under Protest. If at any time a dispute shall arise as to any amount or sum of money to be paid by one Party
<br />to the other under the provisions hereof, the Party against whom the obligation to pay the money Is asserted shall have the right
<br />to make payment "under protest" and such payment shall not be regarded as a voluntary payment and there shall survive the right
<br />on the part of said Party to institute suit for recovery of such sum. If it shall be adjudged that there was no legal obligation on the
<br />part of said Party to pay such sum or any part thereof, said Party shall be entitled to recover such sum or so much thereof as it was
<br />not legally required to pay under the provisions of this Lease.
<br />f MSCCVSU R. RVI, Page 13 or/oeflr
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