Common use of Net Lease; Nonterminability Clause in Contracts

Net Lease; Nonterminability. 2.4.1. This Lease is a complete “net lease,” and Tenant’s obligations arising or accruing during the Term of this Lease to pay all Base Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant shall pay all Base Rent, Additional Rent and all other payments required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein), demand, counterclaim, set-off, deduction, or defense; without abatement, suspension, deferment, diminution or reduction; and free from any charges, assessments, impositions, expenses or deductions of any and every kind of and nature whatsoever. The obligations of Landlord under this Lease are independent of Tenant’s obligations hereunder. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof that may arise or become due during the Term (whether or not the same shall become payable during the Term of this Lease or thereafter) shall be paid by Tenant, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of Landlord, Landlord’s mortgagee or lender, Agent and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, as the “Indemnitees” and each individually as an “Indemnitee”), are and shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of any of the Indemnitees shall not be imputed to (x) Landlord’s mortgagee or lender and the Indemnitees of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligence. Tenant assumes the sole responsibility during the Term for the condition, use, operation, repair, maintenance, replacement of any and all components and systems of, and the underletting and management of, the Premises. Tenant shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses (defined below) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, matters that arise or accrue with respect to the Term of this Lease and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees shall have no (a) responsibility in respect thereof and (b) liability for damage to the property of Tenant or any subtenant of Tenant on any account or for any reason whatsoever, except in the event of (and then only to the extent of) such Indemnitee’s respective willful misconduct or gross negligence. The preceding indemnity shall survive the expiration or termination of this Lease. It is the purpose and intention of the parties to this Lease that the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord shall have no obligation or responsibility, of any nature whatsoever, to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of Tenant or any other party.

Net Lease; Nonterminability. 2.4.1. This Lease is a complete “net lease,” and Tenant’s obligations arising or accruing during the Term of this Lease to pay all Base Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant shall pay all Base Rent, Additional Rent and all other payments required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein), demand, counterclaim, set-off, deduction, or defense; without abatement, suspension, deferment, diminution or reduction; and free from any charges, assessments, impositions, expenses or deductions of any and every kind of and nature whatsoever. The obligations of Landlord under this Lease are independent of Tenant’s obligations hereunder. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof that may arise or become due during the Term (whether or not the same shall become payable during the Term of this Lease or thereafter) shall be paid by TenantXxxxxx, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of Landlord, LandlordXxxxxxxx’s mortgagee or lender, Agent and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, as the “Indemnitees” and each individually as an “Indemnitee”), are and shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of any of the Indemnitees shall not be imputed to (x) Landlord’s mortgagee or lender and the Indemnitees of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligence. Tenant assumes the sole responsibility during the Term for the condition, use, operation, repair, maintenance, replacement of any and all components and systems of, and the underletting and management of, the Premises. Tenant shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses (defined below) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, matters that arise or accrue with respect to the Term of this Lease and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees shall have no (a) responsibility in respect thereof and (b) liability for damage to the property of Tenant or any subtenant of Tenant on any account or for any reason whatsoever, except in the event of (and then only to the extent of) such Indemnitee’s respective willful misconduct or gross negligence. The preceding indemnity shall survive the expiration or termination of this Lease. It is the purpose and intention of the parties to this Lease that the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord shall have no obligation or responsibility, of any nature whatsoever, to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of Tenant or any other party.

Net Lease; Nonterminability. 2.4.1. This Lease is a complete “bond net lease,” and Tenant’s obligations arising or accruing during the Term of this Lease to pay all Base Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant shall pay all Base Rent, Additional Rent and all other payments required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein), demand, counterclaim, set-off, deduction, or defense; defense and without abatement, suspension, deferment, diminution or reduction; and , free from any charges, assessments, impositions, expenses or deductions of any and every kind of and nature whatsoever. The obligations of Landlord under this Lease are independent of Tenant’s obligations hereunder. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof that may arise or become due prior to or during the Term (whether or not including Operating Expenses related to the same shall become period prior to the Term and payable during the Term of this Lease or thereafterTerm) shall be paid by Tenant, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of ; and Landlord, Landlord’s mortgagee or lender, Agent lender and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, to as the “Indemnitees” and each individually as an “Indemnitee”), are and shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of any Landlord and the Indemnitee parties of the Indemnitees Landlord shall not be imputed to (x) Landlord’s mortgagee or lender and the Indemnitees Indemnitee parties of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligencelender. Tenant assumes the sole responsibility during the Term for the condition, use, operation, repair, maintenance, replacement of any and all components and systems of, and the underletting and management of, the Premises. Tenant shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses (defined below) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, matters that arise or accrue with respect to the Term of this Lease and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees shall have no (a) responsibility in respect thereof and (b) liability for damage to the property of Tenant or any subtenant of Tenant on any account or for any reason whatsoever, except in the event of (and then only to the extent of) such Indemnitee’s respective willful misconduct or gross negligence. The preceding indemnity shall survive the expiration or termination of this Lease. It is the purpose and intention of the parties to this Lease that the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord shall have no obligation or responsibility, of any nature whatsoever, to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of Tenant or any other party, and that Tenant has the authority to operate, maintain and repair the Premises as it deems appropriate, in its sole discretion, subject to the terms of the Lease.

Net Lease; Nonterminability. 2.4.1. (a) This Lease is a complete “"net lease,” " and Tenant’s obligations arising or accruing during the Term of this Lease to Tenant shall pay all Base Basic Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant shall pay all Base Rent, Additional Rent and all other payments required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein)notice, demand, counterclaim, set-off, deduction, or defense; , and without abatement, suspension, deferment, diminution or reduction; and , free from any charges, assessments, impositions, expenses or deductions of any and every kind of and or nature whatsoever. The obligations of Landlord under this Lease are independent of Tenant’s obligations hereunder. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises Leased Property and the appurtenances thereto and the use and occupancy thereof that which may arise or become due during or with respect to the Term (whether or not period constituting the same shall become payable during the Term of this Lease or thereafter) term hereof shall be paid by Tenant, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of Landlord, Landlord’s mortgagee or lender, Agent and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, as the “Indemnitees” and each individually as an “Indemnitee”), are and shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of any of by Tenant from and against the Indemnitees shall not be imputed to (x) Landlord’s mortgagee or lender and the Indemnitees of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligencesame. Tenant assumes the sole responsibility during the Term for the condition, use, operation, repair, maintenance, replacement of any and all components and systems of, and the underletting and management ofof the Leased Property, the Premises. and Tenant shall and hereby does indemnify, defend indemnify and hold the Indemnitees Landlord harmless from and against any and all Losses liability, costs, damages, losses and claims (defined belowincluding reasonable attorneys' fees) actually incurred by any or all of the Indemnitees with in respect tothereof, and to the extent of, matters that arise or accrue with respect to the Term of this Lease and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees Landlord shall have no (a) responsibility in respect thereof and (b) shall have no liability for damage to the property of Tenant or any subtenant of Tenant on any account or for any reason whatsoever. Without limiting the generality of the foregoing, except in during the event of (and then only to the extent of) such Indemnitee’s respective willful misconduct or gross negligence. The preceding indemnity shall survive the expiration or termination Term of this Lease. It is the purpose and intention Lease Tenant shall perform all of the parties to this Lease that obligations of the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord shall have no obligation or responsibility, of sublandlord under any nature whatsoever, to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of Tenant subleases affecting all or any other partypart of the Leased Property which Tenant may hereafter enter into as sublandlord.

Net Lease; Nonterminability. 2.4.1. (a) This Lease is a complete “net lease,” and Tenant’s obligations arising or accruing during the Term of this his Lease to pay all Base Basic Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant shall pay all Base Basic Rent, Additional Rent and all other payments hereunder required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein)notice, demand, counterclaim, set-off, deduction, or defense; , and without abatement, suspension, deferment, diminution or reduction; and , free from any charges, assessments, impositions, expenses or deductions of any and every kind of and or nature whatsoever. The obligations of Landlord under this Lease are independent of Tenant’s obligations hereunder. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises Leased Property and the appurtenances thereto and the use and occupancy thereof that which may arise or become due and payable prior to or with respect to the Term of this Lease (whether or not the same shall become payable during the Term of this Lease of thereafter) shall be paid by Tenant, and Landlord, Landlord’s mortgagee, and their respective employees, shareholders, officers, directors, members managers, trustees, partners or principals, disclosed or undisclosed, and each of their respective employees, shareholders, officers, directors, members, managers, trustees, partners, invitees, agents, or principals, disclosed or undisclosed and all of their respective successors and assigns (hereinafter collectively referred to as the “Indemnitees” and each individually as an “Indemnitee”), shall be indemnified and saved harmless by Tenant from and against the same other than by reason of such Indemnittee’s willful misconduct or gross negligence. Tenant assumes the sole responsibility for the condition, use, operation, maintenance, underletting and management of the Leased Property, and Tenant shall indemnify, defend and hold the Indemnitees harmless from and against any and all liability, costs, damages, losses and claims (including reasonable attorneys’ fees and expenses) actually incurred to the extent of matters which arise or accrue prior to or with respect to the Term of this Lease (whether or not the same shall become payable during the Term of this Lease or thereafter) shall be paid by Tenant, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of Landlord, Landlord’s mortgagee or lender, Agent and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, as the “Indemnitees” and each individually as an “Indemnitee”), are and shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of any of the Indemnitees shall not be imputed to (x) Landlord’s mortgagee or lender and the Indemnitees of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligence. Tenant assumes the sole responsibility during the Term for the condition, use, operation, repair, maintenance, replacement of any and all components and systems of, and the underletting and management of, the Premises. Tenant shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses (defined below) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, matters that arise or accrue with respect to the Term of this Lease and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees shall have no (a) responsibility in respect thereof and (b) shall have no liability for damage to the property of Tenant or any subtenant of Tenant on any account or of for any reason whatsoever, except in the event whatsoever other than by reason of (and then only to the extent of) such Indemnitee’s respective willful misconduct or gross negligence. The preceding indemnity shall survive Without limiting the expiration or termination generality of the foregoing, during the Term of this LeaseLease Tenant shall perform all of the obligations of the sublessor under any sublease affecting all or any part of the Leased Property which Tenant may hereafter enter into as sublessor. It is the purpose and intention of the parties to this Lease that the Base Basic Rent due hereunder shall be absolutely net to the Landlord and Landlord that this Lease shall have no obligation or responsibilityyield, of any nature whatsoevernet to the Landlord, the Basic Rent, Additional Rent and all other payments hereunder required to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of be made by Tenant or any other partyas provided in this Lease.

Net Lease; Nonterminability. 2.4.1. (a) This Lease is a complete “"triple net lease,” " and Tenant’s obligations arising or accruing during the Term of this Lease to pay all Base Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant Lessee shall pay all Base Rent, Additional Basic Rent and all other payments required to be made by Tenant under this Lease Additional Obligations without notice (except as otherwise expressly and specifically set forth herein)notice, demand, counterclaim, set-off, deduction, or defense; , and without abatement, suspension, deferment, recoupment, diminution or reduction; and , free from any charges, assessments, impositions, expenses or deductions of any and every kind of and or nature whatsoever. The obligations of Landlord whatsoever including, without limitation (1) any right Lessee may have against Lessor, any contractor or any other Person for any reason (whether in connection with this transaction or any other transaction), (2) any breach, default or misrepresentation by Lessor or any other Person under this Lease are independent Lease, the Loan Agreement, Guaranty, Assignment of Tenant’s obligations hereunderGuaranty or Assignment, or (3) any invalidity or unenforceability in whole or in part of this Lease, the Loan Agreement, Guaranty, Assignment of Guaranty or Assignment, or any other infirmity herein or therein, or any lack of power or authority of any party to this Lease, the Loan Agreement, Guaranty, Assignment of Guaranty or Assignment. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises each Property and the appurtenances thereto and the use and occupancy thereof that by Lessee or anyone claiming by, through or under Lessee as Lessee hereunder which may arise or become due during or with respect to the period constituting the Term (whether or not hereof shall be paid by Lessee, and Lessee shall indemnify Lessor against any of the same shall become payable foregoing as provided in Article 8. Lessee assumes, during the Term of this Lease or thereafter) shall be paid by TenantLease, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of Landlord, Landlord’s mortgagee or lender, Agent and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, as the “Indemnitees” and each individually as an “Indemnitee”), are and shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of any of the Indemnitees shall not be imputed to (x) Landlord’s mortgagee or lender and the Indemnitees of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligence. Tenant assumes the sole responsibility during the Term for the conditioncondition (physical or environmental), use, operation, repair, maintenance, replacement subletting and management of any and all components and systems ofeach Property, and the underletting and management of, the Premises. Tenant Lessee shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses (defined below) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, matters that arise or accrue indemnify Lessor with respect to the Term of this Lease foregoing as provided in Article 8, and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees Lessor shall have no (a) responsibility in respect thereof and (b) shall have no liability for damage to the property of Tenant Lessee or any subtenant sublessee of Tenant Lessee on any account or for any reason whatsoever. Without limiting the generality of the foregoing, except in during the event Term of (and then only this Lease, Lessee shall perform all of the obligations of the sublessor under any subleases affecting all or any part of any Property which Lessee may hereafter enter into as sublessor to the extent of) that sublessee's failure to perform such Indemnitee’s respective willful misconduct obligations would result in the occurrence of a Default or gross negligence. The preceding indemnity shall survive the expiration or termination Event of Default under this Lease. It is the purpose and intention of the parties to this Lease that the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord shall have no obligation or responsibility, of any nature whatsoever, to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of Tenant or any other party.

Net Lease; Nonterminability. 2.4.1. This Lease is a complete “"bond net lease,” " and Tenant’s 's obligations arising or accruing during the Term of this Lease to pay all Base Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant shall pay all Base Rent, Additional Rent and all other payments hereunder required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein)notice, demand, counterclaim, set-off, deduction, or defense; defense and without abatement, suspension, deferment, diminution or reduction; and , free from any charges, assessments, impositions, expenses or deductions of any and every kind of and nature whatsoever. The obligations of Landlord under this Lease are independent of Tenant’s obligations hereunder. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises and the appurtenances thereto and the use and occupancy thereof that which may arise or become due during the Term Term, (whether or not the same shall become payable during the Term of this Lease or thereafter) shall be paid by Tenant, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of , and Landlord, Landlord’s 's mortgagee or lender, Agent lender and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and their respective employees, shareholders, officers, directors, members, managers, trustees, partners, invitees, agents or principals, disclosed or undisclosed and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, to as the “Indemnitees” "INDEMNITEES" and each individually as an “Indemnitee”"INDEMNITEE"), are and shall be indemnified and saved harmless as provided belowby Tenant from and against the same other than by reason of such Indemnitee's willful misconduct or gross negligence. The willful misconduct or gross negligence of any Landlord and the Indemnitee parties of the Indemnitees Landlord shall not be imputed to (x) Landlord’s 's mortgagee or lender and the Indemnitees Indemnitee parties of such mortgagee or lender or (y) any other Indemnitee not actually responsible for, or the cause of, such misconduct or gross negligencelender. Tenant assumes the sole responsibility during the Term for the condition, use, operation, repair, maintenance, replacement of any and all components and systems of, and the underletting and management of, of the Premises. , and Tenant shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses liability, costs, damages, losses and claims (defined belowincluding reasonable attorneys' fees and expenses) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, of matters that which arise or accrue with respect to the Term of this Lease and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); , and the Indemnitees shall have no (a) responsibility in respect thereof and (b) shall have no liability for damage to the property of Tenant or any subtenant of Tenant on any account or for any reason whatsoever, except in the event whatsoever other than by reason of (and then only to the extent of) such Indemnitee’s respective 's willful misconduct or gross negligence. The preceding indemnity shall survive the expiration or termination of this Lease. It is the purpose and intention of the parties to this Lease that the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord that this Lease shall have no obligation or responsibilityyield, of any nature whatsoevernet to the Landlord, the Rent and all other payments hereunder required to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of be made by Tenant or any other partyas provided in this Lease.

Net Lease; Nonterminability. 2.4.1. (a) This Lease is a complete “"net lease,” " and Tenant’s obligations arising or accruing during the Term of this Lease to pay all Base Rent, Additional Rent, and all other payments hereunder required to be made by Tenant shall be absolute and unconditional, and Tenant Lessee shall pay all Base Rent, Basic Rent and Additional Rent and all other payments required to be made by Tenant under this Lease without notice (except as otherwise expressly and specifically set forth herein)notice, demand, counterclaim, set-off, deduction, or defense; , and without abatement, suspension, deferment, diminution or reduction; and , free from any charges, assessments, impositions, expenses or deductions of any and every kind of and or nature whatsoever. The obligations of Landlord whatsoever including, without limitation (1) any right Lessee may have against Lessor, any contractor or any other Person for any reason (whether in connection with this transaction or any other transaction), (2) any breach, default or misrepresentation by Lessor or any other Person under this Lease are independent Lease, the Agency Agreement, or any other Operative Document, or (3) any invalidity or unenforceability in whole or in part of Tenant’s obligations hereunderthis Lease, the Agency Agreement, the Acquisition Agreement, or any other Operative Document, or any other infirmity herein or therein, or any lack of power or authority of any party to this Lease, the Agency Agreement, the Acquisition Agreement or any other Operative Document. All costs, expenses and obligations of every kind and nature whatsoever relating to the Premises Leased Property and the appurtenances thereto and the use and occupancy thereof that by Lessee or anyone claiming by, through or under Lessee as Lessee hereunder which may arise or become due during or with respect to the period constituting the Term (whether or not the same shall become payable during the Term of this Lease or thereafter) hereof shall be paid by TenantLessee, and Landlord is not responsible for any costs, charges, expenses or outlays of any nature whatsoever arising during the Term from or relating to the Premises or the use or occupancy thereof. All of Landlord, Landlord’s mortgagee or lender, Agent and their respective employees, shareholders, officers, directors, members, managers, trustees, partners or principals, disclosed or undisclosed, and all of their respective successors and assigns (hereinafter collectively referred to, inclusive of Landlord, as the “Indemnitees” and each individually as an “Indemnitee”), are and Lessee shall be indemnified and saved harmless as provided below. The willful misconduct or gross negligence of indemnify Lessor against any of the Indemnitees shall not be imputed to (x) Landlord’s mortgagee or lender and foregoing as provided in Article 8. Lessee assumes, during the Indemnitees of such mortgagee or lender or (y) any other Indemnitee not actually responsible forTerm, or the cause of, such misconduct or gross negligence. Tenant assumes the sole responsibility during the Term for the conditioncondition (physical or environmental), use, operation, repair, maintenance, replacement subletting and management of any and all components and systems ofthe Leased Property, and the underletting and management of, the Premises. Tenant Lessee shall and hereby does indemnify, defend and hold the Indemnitees harmless from and against any and all Losses (defined below) actually incurred by any or all of the Indemnitees with respect to, and to the extent of, matters that arise or accrue indemnify Lessor with respect to the Term of this Lease foregoing as provided in Article 8, and in connection with any or all of the ownership, maintenance, repair and operation of the Premises (whether or not the same shall become payable during the Term); and the Indemnitees Lessor shall have no (a) responsibility in respect thereof and (b) shall have no liability for damage to the property of Tenant Lessee or any subtenant sublessee of Tenant Lessee on any account or for any reason whatsoever, except as specifically provided in Article 8. Without limiting the event generality of (and then only the foregoing, during the Term, Lessee shall perform all of the obligations of the sublessor under any subleases affecting all or any part of the Leased Property which Lessee may hereafter enter into as sublessor to the extent of) that Lessee's failure to perform such Indemnitee’s respective willful misconduct obligations would result in the occurrence of a Default or gross negligence. The preceding indemnity shall survive the expiration or termination Event of Default under this Lease. It is the purpose and intention of the parties to this Lease that the Base Rent due hereunder shall be absolutely net to the Landlord and Landlord shall have no obligation or responsibility, of any nature whatsoever, to perform any tenant improvements; to provide any services; or to perform any repairs, maintenance or replacements in, to, at, on or under the Premises, whether for the benefit of Tenant or any other party.