Common use of No Termination, Abatement, etc Clause in Contracts

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the any Leased Property, Property or any portion thereof, from whatever cause (b) the interruption or discontinuance of any Condemnationservice or utility servicing any Leased Property, (bc) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the any Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (cd) any claim which Tenant may has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and Tenant, or to which Landlord Lessor and Tenant are parties; , (de) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, (f) any revocation, suspension or non-renewal of any license, permit, approval or other Authorization necessary to operate any Facility, (g) any withholding, non-payment, reduction or other adverse change respecting any Medicare, Medicaid or other reimbursements due or available to Tenant with respect to any Facility, or (eh) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Lessor and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions by termination of this AgreementLease as to any Leased Property other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except in the event of Landlord and Tenanttermination of the Franchise Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of, the Leased Property or any portion thereof from whatever cause or any Taking of the Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ed) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise in the event of a constructive eviction of Lessee from the Leased Property for any reason other than an Event of Default, Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, Subject to the maximum extent permitted by lawprovisions of Paragraph 5.2, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant Lessee be otherwise affected by reason reasons of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding winding-up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (bii) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderunder this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder due under this Lease shall continue to be payable in all events events, irrespective of Lessor's performance or non-performance under this Lease, unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, or any portion thereof, Capital Additions and/or any part(s) thereof from whatever cause or and/or any CondemnationCondemnation of the Leased Property, any Capital Additions and/or any part(s) thereof; (bii) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion Capital Additions and/or any part(s) thereof, or the interference with such use by any Person (other than Lessor in contravention of this Lease) or by reason of eviction by paramount title; (ciii) any claim which Tenant may that Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor hereunder or under this Agreement or any other agreement between Landlord Lessor and Tenant, Lessee or to which Landlord Lessor and Tenant Lessee are partiesparties (except, and then only to the extent that, Lessor’s actions materially and adversely impair Lessee’s use or operation of a Facility in contravention of this Lease); (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion Capital Additions and/or any part(s) thereof, ; or (b) which would may entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person other than Landlord or by reason of any Person acting through Landlord, (c) eviction by paramount titlefee owners of any Properties due to termination of any Ground Leases; (cd) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are partiesparties (but, for the avoidance of doubt, excluding any determination that Landlord does not have fee title to any Property not subject to a Ground Lease); (de) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ef) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a1) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b2) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless this Agreement is terminated or the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionLease, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason Person, except to the extent that a court of eviction by paramount titlecompetent jurisdiction has issued a final, nonappealable order determining that Tenant was constructively evicted from the Leased Property; (c) any claim which that Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are partiesparties (except for the Consent and Assignment); (d) any bankruptcy, insolvency, reorganization, composition, readjustment, readjustment liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default discharge of Tenant from any such obligations as a matter of law; provided, however, that the foregoing shall not apply or be construed to restrict any other rights Tenant may have as a result of any act or omission by Landlord)Landlord constituting gross negligence or willful misconduct. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law law, to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Lease and except to the extent that a court of competent jurisdiction has issued a final, nonappealable order determining that Tenant was constructively evicted from the Leased Property. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or this Lease shall be terminated. Notwithstanding anything set forth in this Lease to the contrary, in any instance where, after the occurrence of a Default or an Event of Default, this Lease expressly permits Landlord to retain funds which, but for the Default or Event of Default, would be payable to Tenant, Landlord shall refund such funds to Tenant to the extent the amount exceeds the amount estimated by Landlord in good faith to be necessary to compensate Landlord for any cost, loss, or damage incurred or reasonably expected to be incurred in connection with such Default or Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord); provided, however, that the foregoing shall not apply or be construed to restrict Tenant's rights in the event of any act or omission by Landlord constituting negligence or willful misconduct. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement. In any instance where, after the occurrence of an Event of Default, Landlord retains funds which, but for the occurrence of such Event of Default, would be payable to Tenant, Landlord shall refund such funds to Tenant to the extent the amount thereof exceeds the amount necessary to compensate Landlord for any cost, loss or damage incurred in connection with such Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as expressly set forth in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to or destruction of the Leased PropertyPremises, Condemnation of the Premises, any claim that Tenant has or might have against Landlord, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up reorganization or other proceedings affecting Landlord or any assignee or transferee of Landlord; , or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, which whatsoever that may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or Premises and/or any portion part(s) thereof, ; or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Lease. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by any termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise ------------------------------- specifically provided herein, Tenant shall remain bound by this Lease in accordance with its terms. Except as otherwise specifically provided in this Agreementherein, each of Landlord and TenantTenant shall not, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionLease as to any Leased Property, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the RentRent as to any Leased Property for any reason whatsoever. Except as specifically provided herein, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of of: (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cb) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; (d) any damage to, or destruction of, any Leased Property or any portion thereof for whatever cause, or any taking of the Leased Property or any portion thereof; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreementherein, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights arising from under any occurrence whatsoeverstatute relating to rights of tenants in the jurisdictions where the Leased Properties are located, which may now or hereafter be conferred upon it by law law, relating to: (a) to modifythe modification, surrender or terminate termination of this Agreement Lease, or quit the quitting or surrender the of any Leased Property, Property or any portion thereof, or ; (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder; or (c) any rights of redemption. The As to each Leased Property, the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and TenantLessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ec) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoeverdefault under this Lease by Lessor, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of or set off against the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, refund, deferment or reduction of the Rent, or set-off against the Rent, nor nor, except as otherwise expressly provided in this Agreement, shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord); provided, however, that the foregoing shall not apply or be construed to restrict Tenant's rights in the event of any act or omission by Landlord constituting negligence or willful misconduct. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law law, to (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant each party hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated terminated, off-set, reduced or abated pursuant to the express provisions of this Agreement. In any instance where, after the occurrence of an Event of Default, Landlord retains, or is retaining, funds which, but for the occurrence of such Event of Default, would be payable to Tenant, Landlord shall refund such funds to Tenant to the extent the amount thereof exceeds the amount necessary to compensate Landlord as a result of such Event of Default, promptly upon determination of such amount.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionLease, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the . The respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to to, or destruction of, the Leased Properties or any portion thereof from whatever cause or any Taking of the Leased Property, Properties or any portion thereof, from whatever cause or any Condemnation, except as expressly set forth herein; (bii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings Proceeding affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ev) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Properties or any portion thereof, or (b) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable except as otherwise specifically provided in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent. Except as expressly set forth herein, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to to, or destruction of, any of the Leased Property, Properties or any portion of any Leased Property from whatever cause or any Taking of any Leased Property or any portion thereof, from whatever cause or any Condemnation, (bii) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the any Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or by reason other entity, or the eviction of eviction Lessee by paramount title; (ciii) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Master Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ev) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Properties or any portion thereof, or (b) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderLessee hereunder except as otherwise specifically provided herein. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be are terminated pursuant to the express provisions of this AgreementMaster Lease.

No Termination, Abatement, etc. Except as otherwise specifically expressly provided in this Agreement, each of Landlord and Tenant, Lease to the maximum extent permitted by lawcontrary, Tenant shall remain bound by this Agreement Lease in accordance with its terms each term and shall not provision hereof, and shall, except to the extent otherwise expressly provided herein, neither take any action without the written consent of the other Landlord to modify, surrender or terminate this Agreementthe same, nor seek or be entitled to any Set-Off Rights, or to deposit in trust or escrow or enjoin the payment of, or otherwise obtain equitable relief with respect to, the Rent or any other liabilities or obligations of Tenant hereunder. In additionWithout limiting the foregoing, except as may be otherwise expressly provided to the contrary in this AgreementLease, the obligations of Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of of: (a) any damage Casualty or Condemnation with respect to or destruction of the Leased Property, all or any portion thereof, from whatever cause or of any Condemnation, Demised Premises; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, Demised Premises or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount titlePerson; (c) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty warranty, representation or covenant of or by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or Lease Documents to which Landlord and Tenant are partiesis a party, at law, in equity or otherwise; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Insolvency Event with respect to any Tenant Party or any assignee or transferee Affiliate of Landlorda Tenant Party; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default discharge of Tenant from any such obligations pursuant to applicable Legal Requirements (and Tenant hereby waives and relinquishes any such right of discharge to the greatest extent now or hereafter permitted by Landlordapplicable Legal Requirements). Except as otherwise specifically provided in this Agreement, Tenant hereby specifically and unconditionally further waives all rights arising from any occurrence whatsoever, which whatsoever that may now or hereafter be conferred upon it by law or in equity (ai) to modify, surrender or terminate this Agreement Lease in whole or in part or quit or surrender the Leased Property, Demised Premises or any portion thereofthereof (except with respect to any Terminated Property), or (bii) which would that may entitle Tenant to any abatement, reduction, suspension suspension, deferment, stay or deferment enjoining of the payment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall , except in each case as may be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant otherwise expressly provided to the express provisions of contrary in this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreementterms. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective The obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Without limitation of the preceding sentence, the respective obligations of Landlord and Tenant shall not be affected by reason of, except as expressly set forth in Articles XIV and XV, (i) any damage to or destruction of the Leased Property, including any Capital Improvement or any portion thereof from whatever cause, or any Condemnation of the Leased Property, including any Capital Improvement or any portion thereof or, discontinuance of any service or utility servicing the same; (ii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, including any Capital Improvement or any portion thereof or the interference with such use by any Person or by reason of eviction by paramount title; (iii) any claim that Tenant has or might have against Landlord by reason of any default or breach of any warranty by Landlord hereunder or under any other agreement between Landlord and Tenant or to which Landlord and Tenant are parties; (iv) any bankruptcy, insolvency, reorganization, consolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (v) for any other cause, whether similar or dissimilar to any of the foregoing. Tenant hereby specifically waives all rights arising from any occurrence whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Lease or quit or surrender the Leased Property or any portion thereof, or (b) which may entitle Tenant to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set-off against the Rent or other sums payable by Tenant hereunder, except in each case as may be otherwise specifically provided in this Lease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement or such Lease in accordance with its terms and terms. Except as otherwise specifically provided in the Agreement or a particular Lease, Tenant shall not take any action not, without the prior written consent of the other to Landlord modify, surrender or terminate this Agreement. In additionthe Agreement or such Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as specifically provided in this Agreement or a particular Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) [i] the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) [ii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or a particular Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iii] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [iv] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights under any statute relating to rights of tenants in any state in which any Leased Property is located, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementAgreement or a particular Lease or by termination of this Agreement or a particular Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that, except as may be otherwise specifically provided in this Master Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Master Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Xxxxxx, shall assign Landlord’s rights under such policies to Tenant; provided that such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, User shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderterms. The obligations of Tenant Owner and User hereunder shall be separate and independent covenants and agreements, agreements and each of the Rent Golf Course Use Payments and all other sums payable by Tenant User hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement or by termination of this Agreement as to all of the Golf Courses as a result of all of the Leases having been terminated in accordance with their respective terms other than a termination of this Agreement by Owner pursuant to Section 13.2. Without limitation of the preceding sentence, the respective obligations of Owner and User shall not be affected by reason of, except as expressly set forth in Articles XI and XII, (a) any damage to or destruction of the Golf Courses or any portion thereof from whatever cause, or any Condemnation of the Golf Courses or any portion thereof or, discontinuance of any service or utility servicing the same; (b) the lawful or unlawful prohibition of, or restriction upon, User’s use of the Golf Courses or any portion thereof or the interference with such use by any Person; (c) any claim that User has or might have against Owner by reason of any default or breach of any warranty by Owner hereunder or under any other agreement between Owner and User or to which Owner and User are parties; (d) any bankruptcy, insolvency, reorganization, consolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Owner or any assignee or transferee of Owner; or (e) for any other cause, whether similar or dissimilar to any of the foregoing. User hereby specifically waives all rights arising from any occurrence whatsoever which may now or hereafter be conferred upon it by law (i) to modify, surrender or terminate this Agreement, or (ii) which may entitle User to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set-off against any of the Golf Course Use Payments or other sums payable by User hereunder, except in each case as may be otherwise specifically provided in this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of any of the Collective Leased Property, Properties or any portion thereof, thereof from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of any of the Collective Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)foregoing. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law law, to (ai) to modify, surrender or terminate this Agreement or quit or surrender any of the Collective Leased Property, Properties or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Agreement. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and TenantLessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person Person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreementherein, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property from whatever cause or any taking of the Leased Property, (b) the interruption or discontinuance of any portion thereof, from whatever cause service or any Condemnationutility servicing the applicable Leased Property, (bc) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (cd) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; , (de) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; , or (ef) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Lease. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions this Lease. In any instance where, after the occurrence of this Agreementan Event of Default, Landlord retains funds which, but for the occurrence of such Event of Default, would be payable to Tenant, Landlord shall refund such funds to Tenant to the extent the amount thereof exceeds the amount necessary to compensate Landlord for any cost, loss or damage incurred in connection with such Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except for loss of Landlord and Tenantthe Management Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person Person, or by reason of eviction by paramount title; , (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law; provided, however, that the foregoing shall not apply or be construed to restrict any other rights Lessee may have as a result of Lessor's gross negligence or willful misconduct. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and TenantLessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ec) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, default under this Lease by Lessor which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of or set off against the Rent or other sums payable or other obligations by Lessee hereunder, except to be performed by Tenant hereunderthe extent that Lessor's action constitutes constructive eviction and except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated terminated, abated or modified pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms terms, and shall not shall, under no circumstances, neither take any action without the written consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, nor seek or be entitled toto any suspension, any abatement, deduction, deferment or reduction of the Rent, or to any credit or set-off against against, or any deposit in trust or escrow, or to enjoin the Rentpayment of, nor shall or otherwise obtain equitable relief with respect to, the Rent or any other liabilities or obligations of Tenant hereunder, or any portion thereof. Without limiting the foregoing, except as may be otherwise specifically provided to the contrary in this Master Lease, the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Demised Premises or the Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Demised Premises or any portion thereof; (ii) other than as a direct result of Landlord’s willful misconduct or gross negligence, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, Demised Premises or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty or representation by Landlord hereunder (if any) or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties, or by statute or law, or otherwise, or any breach of Landlord’s covenants or obligations under this Master Lease; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or Tenant or any assignee or transferee of LandlordLandlord or Tenant; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default discharge of Tenant from any such obligations as a matter of law (and Tenant hereby waives and relinquishes any such right of discharge to the greatest extent now or hereafter permitted by Landlordlaw). Except as otherwise specifically provided in this Agreement, Tenant hereby specifically and unconditionally further waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law or in equity (a) to modify, surrender or terminate this Agreement Master Lease in whole or in part or quit or surrender the Leased Property, Demised Premises or any portion thereofthereof (except with respect to any Terminated Space), or (b) which would may entitle Tenant to any abatement, reduction, suspension suspension, deferment, stay or deferment enjoining of the payment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided to the contrary in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clause (ii), with respect to Landlord’s willful misconduct or gross negligence only, (iii), (iv) or (v) but specifically excluding any matter referred to in clause (i), and Tenant is not waiving other rights and remedies not expressly waived herein, subject to all other terms and conditions of this Master Lease (including without limitation Section 21.3). The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Demised Premises other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, recoupment, deferment or reduction of the Rent, or set-off against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount titletitle (subject to the provisions of Article 10); (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.or

No Termination, Abatement, etc. Except as otherwise specifically ------------------------------- provided herein, Tenant shall remain bound by this Lease in accordance with its terms. Except as otherwise specifically provided in this Agreementherein, each of Landlord and TenantTenant shall not, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionLease as to any Leased Property, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the RentRent as to any Leased Property for any reason whatsoever. Except as specifically provided herein, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of of: (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cb) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; (d) any damage to, or destruction of, any Leased Property or any portion thereof for whatever cause, or any taking of the Leased Property or any portion thereof; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreementherein, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights arising from under any occurrence whatsoeverstatute relating to rights of tenants in the jurisdictions where the Leased Properties are located, which may now or hereafter be conferred upon it by law law, relating to: (a) to modifythe modification, surrender or terminate termination of this Agreement Lease, or quit the quitting or surrender the of any Leased Property, Property or any portion thereof, or ; (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder; or (c) any rights of redemption. The As to each Leased Property, the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that, except as may be otherwise specifically provided in this Master Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Master Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant; provided that such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreementunder Article XV hereunder, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant Lessee be otherwise affected by reason reasons of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding winding-up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (bii) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant under this Lease except as specifically provided in Article XV hereunder. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder due under this Lease shall continue to be payable in all events events, irrespective of Lessor's performance or non-performance under this Lease, unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord); provided, however, that the foregoing shall not apply or be construed to restrict Tenant's rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant each party hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement. In any instance where, after the occurrence of an Event of Default, Landlord retains funds which, but for the occurrence of such Event of Default, would be payable to Tenant, Landlord shall refund such funds to Tenant to the extent the amount thereof exceeds the amount necessary to compensate Landlord for any cost, loss or damage incurred in connection with such Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreementterms. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective The obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease as to all or any portion of the Leased Property other than by reason of a Tenant Event of Default. Without limitation of the preceding sentence, the respective obligations of Landlord and Tenant shall not be affected by reason of, except as expressly set forth in Articles XIV and XV, (i) any damage to or destruction of the Leased Property, including any Capital Improvement or any portion thereof from whatever cause, or any Condemnation of the Leased Property, including any Capital Improvement or any portion thereof or, discontinuance of any service or utility servicing the same; (ii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, including any Capital Improvement or any portion thereof or the interference with such use by any Person or by reason of eviction by paramount title; (iii) any claim that Tenant has or might have against Landlord by reason of any default or breach of any warranty by Landlord hereunder or under any other agreement between Landlord and Tenant or to which Landlord and Tenant are parties; (iv) any bankruptcy, insolvency, reorganization, consolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (v) for any other cause, whether similar or dissimilar to any of the foregoing. Tenant hereby specifically waives all rights arising from any occurrence whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Lease or quit or surrender the Leased Property or any portion thereof, or (b) which may entitle Tenant to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set-off against the Rent or other sums payable by Tenant hereunder, except in each case as may be otherwise specifically provided in this Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. Tenant’s agreement that, except as may be otherwise specifically provided in this Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance, and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance in respect of any such eviction up to the maximum amount paid by Tenant to Landlord under this Article V and Article XIV hereof in respect of any such eviction or the duration thereof, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant provided such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise ------------------------------- specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the any Leased Property, Property or any portion thereof, from whatever cause (b) the interruption or discontinuance of any Condemnationservice or utility servicing any Leased Property, (bc) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (cd) any claim which Tenant may has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and Tenant, or to which Landlord Lessor and Tenant are parties; , (de) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, (f) any revocation, suspension or non-renewal of any license, permit, approval or other Authorization necessary to operate any Facility, (g) any withholding, non-payment, reduction or other adverse change respecting any Medicare, Medicaid or other reimbursements due or available to Tenant with respect to any Facility, or (eh) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Lessor and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions by termination of this AgreementLease as to any Leased Property other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except for loss of Landlord and Tenantthe Franchise Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person Person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreementherein, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Except as otherwise specifically provided herein, Tenant shall not take any action not, without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionLease as to any Leased Property, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the RentRent as to any Leased Property for any reason whatsoever. Except as specifically provided herein, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of of: (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cb) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; (d) any damage to, or destruction of, any Leased Property or any portion thereof for whatever cause, or any taking of the Leased Property or any portion thereof; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreementherein, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights arising from under any occurrence whatsoeverstatute relating to rights of tenants in the jurisdictions where the Leased Properties are located, which may now or hereafter be conferred upon it by law law, relating to: (a) to modifythe modification, surrender or terminate termination of this Agreement Lease, or quit the quitting or surrender the of any Leased Property, Property or any portion thereof, or ; (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder; or (c) any rights of redemption. The As to each Leased Property, the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff or recoupment against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the . The respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Addition or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Addition or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Master Lease. However, nothing shall preclude Tenant from bringing a separate action and Tenant is not waiving other rights and remedies not expressly waived herein. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Master Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant provided such assignment does not adversely affect Landlord’s rights under any such policy and provided further that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreementterms. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective The obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease as to all or any portion of the Leased Property other than by reason of a Tenant Event of Default. Without limitation of the preceding sentence, the respective obligations of Landlord and Tenant shall not be affected by reason of, except as expressly set forth in Articles XIV and XV, (i) any damage to or destruction of the Leased Property, including any Capital Improvement or any portion thereof from whatever cause, or any Condemnation of the Leased Property, including any Capital Improvement or any portion thereof or, discontinuance of any service or utility servicing the same; (ii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, including any Capital Improvement or any portion thereof or the interference with such use by any Person or by reason of eviction by paramount title; (iii) any claim that Tenant has or might have against Landlord by reason of any default or breach of any warranty by Landlord hereunder or under any other agreement between Landlord and Tenant or to which Landlord and Tenant are parties; (iv) any bankruptcy, insolvency, reorganization, consolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (v) for any other cause, whether similar or dissimilar to any of the foregoing. Tenant hereby specifically waives all rights arising from any occurrence whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Lease or quit or surrender the Leased Property or any portion thereof, or (b) which may entitle Tenant to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set-off against the Rent or other sums payable by Tenant hereunder, except in each case as may be otherwise specifically provided in this Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. Tenant's agreement that, except as may be otherwise specifically provided in this Lease, any eviction by paramount title as described in clause (ii) above shall not affect Tenant’s obligations under this Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance, and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance in respect of any such eviction up to the maximum amount paid by Tenant to Landlord under this Article V and Article XIV hereof in respect of any such eviction or the duration thereof, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant provided such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, upon Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are partiesDefault; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)foregoing. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, thereof or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Lease. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff or recoupment against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease or as required by law, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor I be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, upon Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are partiesDefault; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)foregoing. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, thereof or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Lease. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, or any portion thereof, Capital Additions and/or any part(s) thereof from whatever cause or and/or any CondemnationCondemnation of the Leased Property, any Capital Additions and/or any part(s) thereof; (bii) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion Capital Additions and/or any part(s) thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which Tenant may that Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor hereunder or under this Agreement or any other agreement between Landlord Lessor and Tenant, Lessee or to which Landlord Lessor and Tenant Lessee are parties; (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion Capital Additions and/or any part(s) thereof, ; or (b) which would may entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise ------------------------------ specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the any Leased Property, Property or any portion thereof, from whatever cause (b) the interruption or discontinuance of any Condemnationservice or utility servicing any Leased Property, (bc) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (cd) any claim which Tenant may has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and Tenant, or to which Landlord Lessor and Tenant are parties; , (de) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, (f) any revocation, suspension or non-renewal of any license, permit, approval or other Authorization necessary to operate any Facility, (g) any withholding, non-payment, reduction or other adverse change respecting any Medicare, Medicaid or other reimbursements due or available to Tenant with respect to any Facility, or (eh) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Lessor and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions by termination of this AgreementLease as to any Leased Property other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreementherein, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property from whatever cause or any taking of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful interruption or unlawful prohibition of, discontinuance of any service or restriction upon, Tenant’s use of utility servicing the applicable Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may or any of its Affiliates has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and TenantTenant or any of its Affiliates, or to which Landlord and Tenant are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; , or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreementherein, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions this Lease. In any instance where, after the occurrence of an Event of Default, Landlord retains funds which, but for the occurrence of such Event of Default, would be payable to Tenant or would not have been payable by Tenant to Landlord, Landlord shall refund such funds to Tenant to the extent the amount thereof exceeds all amounts then due and payable by Tenant under this AgreementLease plus the amount necessary to compensate Landlord for any cost, loss or damage incurred by Landlord in connection with such Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement or such Lease in accordance with its terms and terms. Except as otherwise specifically provided in the Agreement or a particular Lease, Tenant shall not take any action not, without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Agreement or such Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as specifically provided in this Agreement or a particular Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (bi) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cii) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or a particular Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (diii) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (eiv) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights under any statute relating to rights of tenants in any state in which any Leased Property is located, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement any Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (b) which would entitle entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate Landlord and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.Tenant

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement or such Lease in accordance with its terms and terms. Except as otherwise specifically provided in the Agreement or a particular Lease, Tenant shall not take any action not, without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Agreement or such Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as specifically provided in this Agreement or a particular Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (bi) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cii) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or a particular Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (diii) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (eiv) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights under any statute relating to rights of tenants in any state in which any Leased Property is located, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement any Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (b) which would entitle entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementAgreement or a particular Lease or by termination of this Agreement or a particular Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would may entitle Tenant to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set-off against the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that, except as may be otherwise specifically provided in this Master Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Master Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Xxxxxx, shall assign Landlord’s rights under such policies to Tenant; provided, that such assignment does not adversely affect Landlord’s rights under any such policy and provided, further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord. In furtherance of the foregoing, in the event that Landlord receives proceeds (“Title Insurance Proceeds”) from any policy of title or similar insurance maintained by Landlord, any such Title Insurance Proceeds shall be shared between Landlord and Tenant as follows: Tenant shall be entitled to the portion of such Title Insurance Proceeds that is attributable to the damage to the leasehold estate incurred by Tenant during the Term of this Master Xxxxx (assuming that all Renewal Terms are exercised by Tenant) and Landlord shall be entitled to the portion of such Title Insurance Proceeds that is attributable to the damage to the residual estate remaining after the expiration of the Term (assuming that all Renewal Terms are exercised) provided that, if Tenant subsequently does not exercise one or more Renewal Terms, Tenant shall pay to Landlord the portion of such Title Insurance Proceeds received by or paid to Tenant pursuant to this Section 5.1 that is allocable to the Renewal Terms that are not exercised. Xxxxxxxx agrees for the benefit of Tenant that in the event that Tenant desires to cause to be asserted a claim against any title insurer providing coverage under any policy of title or similar insurance maintained by Landlord, Landlord will reasonably cooperate with Tenant in asserting such claim and use commercially reasonable efforts to enforce such policy so that all available Title Insurance Proceeds are received, provided that Tenant bears all costs and expenses of such enforcement. In the event that Landlord and Tenant are unable, within thirty (30) days of receipt of any such Title Insurance Proceeds, to agree on the allocation between Landlord and Tenant of such Title Insurance Proceeds, either Landlord or Tenant may request that such allocation be determined by an Expert in accordance with Section 34.1. Landlord shall pay any amount owing pursuant to this Section 5.1 to Tenant within thirty (30) days after agreement upon, or determination by the Expert of, such amount. For the avoidance of doubt, Landlord and Xxxxxx hereby agree that the references to title insurance and Title Insurance Proceeds in this Section 5.1 shall include any title insurance and Title Insurance Proceeds of Landlord and any Affiliates of Landlord and that Landlord shall cause its Affiliates to comply with the provisions of this Section 5.1 with respect to the provisions concerning title insurance and Title Insurance Proceeds.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of any of the Collective Leased Property, Properties or any portion thereof, thereof from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of any of the Collective Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are partiesAgreement; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)foregoing. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law law, to (a) to modify, surrender or terminate this Agreement or quit or surrender any of the Collective Leased Property, Properties or any portion thereof, ; or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in this Agreement. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated terminated, modified or amended pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the . The respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, Condemnation of the Leased Property or any portion thereof; (bii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which Tenant may that Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor hereunder or under this Agreement or any other agreement between Landlord Lessor and Tenant, Lessee or to which Landlord Lessor and Tenant Lessee are parties; (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (b) which would may entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except for loss of Landlord and Tenantthe Franchise Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person Person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant Lessee be otherwise affected by reason reasons of (a) any damage to to, or destruction of the of, any Leased Property, property or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; (d) any bankruptcy, insolvency, insolvency reorganization, composition, readjustment, liquidation, dissolution, winding winding-up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (bii) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderunder this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder due under this Lease shall continue to be payable in all events events, irrespective of Lessor’s performance or non-performance under this Lease, unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreementterms. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective The obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease as to all or any portion of the Leased Property other than by reason of a Tenant Event of Default. Without limitation of the preceding sentence, the respective obligations of Landlord and Tenant shall not be affected by reason of, except as expressly set forth in Articles XIV and XV, (i) any damage to or destruction of the Leased Property, including any Capital Improvement or any portion thereof from whatever cause, or any Condemnation of the Leased Property, including any Capital Improvement or any portion thereof or, discontinuance of any service or utility servicing the same; (ii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, including any Capital Improvement or any portion thereof or the interference with such use by any Person or by reason of eviction by paramount title; (iii) any claim that Tenant has or might have against Landlord by reason of any default or breach of any warranty by Landlord hereunder or under any other agreement between Landlord and Tenant or to which Landlord and Tenant are parties; (iv) any bankruptcy, insolvency, reorganization, consolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (v) for any other cause, whether similar or dissimilar to any of the foregoing. Tenant hereby specifically waives all rights arising from any occurrence whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Lease or quit or surrender the Leased Property or any portion thereof, or (b) which may entitle Tenant to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set-off against the Rent or other sums payable by Tenant hereunder, except in each case as may be otherwise specifically provided in this Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. Tenant’s agreement that, except as may be otherwise specifically provided in this Lease, any eviction by paramount title as described in clause (ii) above shall not affect Tenant’s obligations under this Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance, and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance in respect of any such eviction up to the maximum amount paid by Tenant to Landlord under this Article V and Article XIV hereof in respect of any such eviction or the duration thereof, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant provided such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionLease, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent. Except as otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to, or destruction of, the Leased Properties or any portion thereof from whatever cause or any Taking of the Leased Properties or any portion thereof, other than any damage to or destruction of the a Leased Property, or any portion thereof, from whatever cause or any Condemnation, Property that Lessee conclusively establishes was caused solely by Lessor; (bii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Xxxxxx's use of the Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title, other than any prohibition or restriction of use of a Leased Property that Lessee conclusively establishes was solely caused by Lessor; (ciii) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , except where such claims result in a termination of this Lease, (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ev) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary discharge of Lessee from any such obligations as a matter of law. For purposes of this Section 5.1, a matter shall be deemed to be conclusively established by Xxxxxx if (a) Lessor agrees in writing or (b) (i) Lessee shall have given Lessor Notice thereof and a time reasonable under the circumstances to cure any claimed default by Landlord)of Lessor and (ii) Lessee thereafter establishes such contention in an arbitration proceeding as provided for in Article XXXV of this Lease. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Properties or any portion thereof, or (bii) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable except as otherwise specifically provided in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled toto any offset, any deduction abatement, deductionor counterclaim, deferment or any deferral or reduction of the Rent, or set-off against the Rent, nor shall the Rent . The respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the any Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, except as expressly set forth herein; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion thereof, or the interference with such use by any Person (other than Landlord or its employees or agents) or by reason of eviction by paramount title; (c) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; , or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the any Leased Property, Property or any portion thereof, or (bii) which would except as otherwise specifically provided in this Lease, entitle Tenant to any abatement, reduction, suspension or deferment deferral of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable except and unless as otherwise specifically provided in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except for loss of Landlord and Tenantthe Management Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor (which shall not be unreasonably withheld or delayed) to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; other than Lessor, (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease including, each of Landlord and Tenantwithout limitation, to the maximum extent permitted by lawSection 3.4, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v), and Tenant is not waiving other rights and remedies not expressly waived herein. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that, except as may be otherwise specifically provided in this Master Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Master Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant; provided that such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any and occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement or such Lease in accordance with its terms and terms. Except as otherwise specifically provided in the Agreement or a particular Lease, Tenant shall not take any action not, without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Agreement or such Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as specifically provided in this Agreement or a particular Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (bi) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cii) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or a particular Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (diii) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (eiv) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementAgreement or a particular Lease, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to any rights under any statute relating to rights of tenants in any state in which any Leased Property is located, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement any Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or (b) which would entitle entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementAgreement or a particular Lease or by termination of this Agreement or a particular Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in the applicable Lease or in this AgreementMaster Lease Document, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement the applicable Lease in accordance with its terms and shall not neither take any action without the consent of the other Landlord to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of of, the applicable Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, upon Tenant’s 's use of the applicable Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement the applicable Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; , or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)foregoing. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law law, to (a) to modify, surrender or terminate this Agreement the applicable Lease or quit or surrender the applicable Leased Property, Property or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder, except as otherwise specifically provided in the applicable Lease or in this Master Lease Document. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreementthe applicable Lease or by termination of the applicable Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise ------------------------------- specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the any Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, (b) the interruption or discontinuance of any service or utility servicing any Leased Property (c) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (cd) any claim which Tenant may has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Master Lease or any other agreement between Landlord Lessor and Tenant, or to which Landlord Lessor and Tenant are parties; , (de) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ef) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (bii) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Lessor and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions by termination of this AgreementLease as to any Leased Property other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount titletitle (subject to the provisions of Article 10); (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord). Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any and occurrence whatsoever, which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, or any portion thereof, or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off set‑off against the Rent. Except as otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, or any portion thereof, Capital Additions and/or any part(s) thereof from whatever cause or and/or any CondemnationCondemnation of the Leased Property, any Capital Additions and/or any part(s) thereof; (bii) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion Capital Additions and/or any part(s) thereof, or the interference with such use by any Person (other than Lessor in contravention of this Lease) or by reason of eviction by paramount title; (ciii) any claim which Tenant may that Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor hereunder or under this Agreement or any other agreement between Landlord Lessor and Tenant, Lessee or to which Landlord Lessor and Tenant Lessee are partiesparties (except, and then only to the extent that, Lessor’s actions materially and adversely impair Lessee’s use or operation of a Facility in contravention of this Lease); (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion Capital Additions and/or any part(s) thereof, ; or (b) which would may entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and TenantLessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, (d) any lawful or unlawful prohibition of, or restriction upon, Lessee's use of Leased Property or any portion thereof, or interference with such use, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)including, without limitation, those referred to in Article XXXVII. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant to any abatementabatx, reductionxxduce, suspension suspend or deferment of the defer Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, or any portion thereof, Capital Additions and/or any part(s) thereof from whatever cause or and/or any CondemnationCondemnation of the Leased Property, any Capital Additions and/or any part(s) thereof; (bii) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion Capital Additions and/or any part(s) thereof, or the interference with such use by any Person or other than by reason of eviction (A) any such Person claiming by paramount titleor through Lessor, or (B) a condition existing on or prior to the Commencement Date; (ciii) any claim which Tenant may that Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor hereunder or under this Agreement or any other agreement between Landlord Lessor and Tenant, Lessee or to which Landlord Lessor and Tenant Lessee are parties; (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion Capital Additions and/or any part(s) thereof, ; or (b) which would may entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lxxxxx and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreementherein, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Except as otherwise specifically provided herein, Tenant shall not take any action not, without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or Lease nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, Rent or set-off against the RentRent for any reason whatsoever. Except as specifically provided herein, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (cb) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (dc) any Tenant's bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting proceeding's effect on Landlord or any assignee or transferee of Landlord; (d) any damage to, or destruction of, the Leased Property or any portion thereof for whatever cause, or any taking of the Leased Property or any portion thereof; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreementherein, and to the maximum extent permitted by law, Tenant hereby specifically waives all rights, including but not limited to, any rights arising from under any occurrence whatsoeverstatute relating to rights of tenants in the jurisdiction where the Leased Property is located, which may now or hereafter be conferred upon it by law law, relating to: (aaa) to modifythe modification, surrender or terminate termination of this Agreement Lease, or quit the quitting or surrender of the Leased Property, Property or any portion thereof, or ; (bbb) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder; (cc) any rights of redemption; and (dd) any right to demand or notice of termination or eviction. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionLease, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent. Except as otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to, or destruction of, the Leased Properties or any portion thereof from whatever cause or any Taking of the Leased Properties or any portion thereof, other than any damage to or destruction of the a Leased Property, or any portion thereof, from whatever cause or any Condemnation, Property that Lessee conclusively establishes was caused solely by Lessor; (bii) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title, other than any prohibition or restriction of use of a Leased Property that Lessee conclusively establishes was solely caused by Lessor; (ciii) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , except where such claims result in a termination of this Lease, (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ev) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary discharge of Lessee from any such obligations as a matter of law. For purposes of this Section 5.1, a matter shall be deemed to be conclusively established by Lessee if (a) Lessor agrees in writing or (b) (i) Lessee shall have given Lessor Notice thereof and a time reasonable under the circumstances to cure any claimed default by Landlord)of Lessor and (ii) Lessee thereafter establishes such contention in an arbitration proceeding as provided for in Article XXXV of this Lease. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Properties or any portion thereof, or (bii) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable except as otherwise specifically provided in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically ACTIVE/119970514.22 waives all rights arising from any occurrence whatsoever, which whatsoever that may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would that may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementMaster Lease or by termination of this Master Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that, except as may be otherwise specifically provided in this Master Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Master Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Xxxxxx, shall assign Landlord’s rights under such policies to Tenant; provided that such assignment does not adversely affect Landlord’s rights under any such policy and provided further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other Lessor and any Facility Mortgagee to modify, surrender or terminate this Agreement. In additionLease, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the . The respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (a) any damage to to, or destruction of of, the Leased Property, Properties or any portion thereof, thereof from whatever cause or any CondemnationTaking or Partial Taking of the Leased Properties, except as expressly set forth herein; (b) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may that Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may that now or hereafter may be conferred upon it by law to (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Properties or any portion thereof, or (b) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off or recoupment against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of, the Leased Property or any part thereof from whatever cause (other than Landlord’s negligence or willful misconduct) or any Taking (as hereinafter defined) of the Leased Property, Property or any portion part thereof, from whatever cause or any Condemnation, (b) ; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity (other than Landlord or Landlord Affiliate), or by reason of eviction by paramount title; (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would may entitle Tenant to any abatement, deduction, reduction, suspension or deferment of or defense, counterclaim, claim or set off against the Rent or other sums payable or other obligations to be performed by Tenant hereunderhereunder except in each case as may be otherwise specifically provided in this Lease. Notwithstanding the foregoing, nothing in this Article V shall preclude Tenant from bringing a separate action against Landlord for any matter described in the foregoing clauses (ii), (iii) or (v) and Tenant is not waiving other rights and remedies not expressly waived herein subject to Tenant’s indemnification obligations expressly set forth in this Lease and Section 41.3 of this Lease. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease as to all or any portion of the Leased Property other than by reason of an Event of Default. Tenant’s agreement that, except as may be otherwise specifically provided in this Lease, any eviction by paramount title as described in item (ii) above shall not affect Tenant’s obligations under this Lease, shall not in any way discharge or diminish any obligation of any insurer under any policy of title or other insurance and, to the extent the recovery thereof is not necessary to compensate Landlord for any damages incurred by any such eviction, Tenant shall be entitled to a credit for any sums recovered by Landlord under any such policy of title or other insurance up to the maximum amount paid by Tenant to Landlord under this Section 5.1, and Landlord, upon request by Tenant, shall assign Landlord’s rights under such policies to Tenant; provided that such assignment does not adversely affect Landlord’s rights under any such policy and provided, further, that Tenant shall indemnify, defend, protect and save Landlord harmless from and against any liability, cost or expense of any kind that may be imposed upon Landlord in connection with any such assignment except to the extent such liability, cost or expense arises from the gross negligence or willful misconduct of Landlord.

No Termination, Abatement, etc. Except as otherwise specifically --------------------------------- provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionLease, except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the . The respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (a) any damage to to, or destruction of, the Leased Property or any portion thereof from whatever cause or any Taking or Partial Taking of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, except as expressly set forth herein; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount titletitle as a result of Lessee's willful misconduct or gross negligence; (c) any claim which Tenant may that Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law or the lawful eviction of Lessee because of defects in Lessor's title to the Leased Property. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may that now or hereafter may be conferred upon it by law to (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.ARTICLE VI 6.1

No Termination, Abatement, etc. Except as otherwise ------------------------------ specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or be entitled to, any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord and Tenant be otherwise affected by reason of (a) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any Condemnation, ; (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ed) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord); provided, however, -------- ------- that the foregoing shall not apply or be construed to restrict Tenant's rights in the event of any act or omission by Landlord constituting gross negligence or willful misconduct. Except as otherwise specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law law, to (a) to modify, surrender or terminate this Agreement or quit or surrender the Leased Property, Property or any portion thereof, thereof or (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant each party hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement. In any instance where, after the occurrence of an Event of Default, Landlord retains funds which, but for the occurrence of such Event of Default, would be payable to Tenant, Landlord shall refund such funds to Tenant to the extent the amount thereof exceeds the amount necessary to compensate Landlord for any cost, loss or damage incurred in connection with such Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementMaster Lease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Master Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as may be otherwise specifically provided in this Master Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationCondemnation of the Leased Property, any Capital Improvement or any portion thereof; (bii) other than as a result of Landlord’s willful misconduct or gross negligence, the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, any Capital Improvement or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which that Tenant may has or might have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord hereunder or under this Agreement or any other agreement between Landlord and Tenant, Tenant or to which Landlord and Tenant are parties; (div) any bankruptcy, insolvency, reorganization, compositionconsolidation, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord or any assignee or transferee of Landlord; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this Agreement, Tenant hereby specifically waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Master Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b) which would may entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder except in each case as may be otherwise specifically provided in this Master Lease. Notwithstanding the foregoing, nothing in this Article V shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.preclude Tenant from bringing a separate action against Landlord for any matter described 30 ACTIVE/103726432.5 US-DOCS\116344257.8

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Lessee shall remain bound by this Agreement Lease in accordance with its terms and shall not take any action without the consent of the other to modify, surrender or terminate this Agreement. In addition, except as otherwise expressly provided in this Agreement, Tenant shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the . The respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (ai) any damage to or destruction of the Leased Property, or any portion thereof, Capital Additions and/or any part(s) thereof from whatever cause or and/or any CondemnationCondemnation of the Leased Property, any Capital Additions and/or any part(s) thereof; (bii) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion Capital Additions and/or any part(s) thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (ciii) any claim which Tenant may that Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor hereunder or under this Agreement or any other agreement between Landlord Lessor and Tenant, Lessee or to which Landlord Lessor and Tenant Lessee are parties; (div) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (ev) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights arising from any occurrence whatsoever, whatsoever which may now or hereafter be conferred upon it by law (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, or any portion Capital Additions and/or any part(s) thereof, ; or (b) which would may entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically ------------------------------ provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and TenantLessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective obligations of Landlord Lessor and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of of, the Leased Property, Property of any Facility or any portion thereof, thereof from whatever cause or any Condemnationtaking by Condemnation of the Leased Property of such Facility or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased PropertyProperty of any Facility, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (ai) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property of any Facility or any portion thereof, or (bii) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessor and Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except for loss of Landlord and Tenantthe Franchise Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum fullest extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s Lessee's use of the Leased Property, or any portion thereof, or the interference with such use by any Person Person, or by reason of eviction by paramount title; , (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each and except for loss of Landlord and Tenantthe Franchise Agreement solely by reason of any action or inaction by Lessor, Lessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of the of, any Leased Property, Property or any portion thereof, thereof from whatever cause or any CondemnationTaking of the Leased Property or any portion thereof, (b) the lawful or unlawful prohibition of, or restriction upon, TenantLessee’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person Person, corporation, partnership or other entity, or by reason of eviction by paramount title; , (c) any claim which Tenant may Lessee has or might have against Landlord Lessor by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; , (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (e) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder, except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this AgreementLease, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms and terms. Tenant shall not take any action not, without the consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionthe Lease, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent. Except as expressly provided in this Lease, nor shall the respective obligations of Landlord and Tenant shall not be otherwise affected by reason of (a) [i] any damage to to, or destruction of of, the Leased Property, Property or any portion thereof, part thereof from whatever cause or any Condemnation, Taking (bas hereinafter defined) of the Leased Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, or by reason of eviction by paramount title; (c) [iii] any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) [iv] any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; or (e) for [v] any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by discharge of Tenant from any such obligations as a matter of law. If Landlord)'s mortgagee at any time notifies Tenant to pay Rent directly to the mortgagee, Tenant shall be entitled to rely upon such notice. Except as otherwise specifically provided in this AgreementLease, Tenant hereby specifically waives all rights rights, arising from any occurrence whatsoever, which may now or hereafter be conferred upon it by law ([a) ] to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, ; or ([b) which would entitle ] entitling Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder. The obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise ------------------------------- specifically provided in this AgreementLease, each of Landlord and TenantLessee, to the maximum extent permitted by law, shall remain bound by this Agreement Lease in accordance with its terms and shall not neither take any action without the written consent of the other Lessor to modify, surrender or terminate this Agreement. In additionthe same, except as otherwise expressly provided in this Agreement, Tenant shall not seek, or nor seek nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the respective obligations of Landlord and Tenant Lessee be otherwise affected by reason of (a) any damage to to, or destruction of, any Leased Property or any portion thereof from whatever cause or any Taking of the Leased Property, Property or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s use of the Leased Property, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may have against Landlord by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of Landlord; Lessor, or (ec) for any other cause whether similar or dissimilar to any of the foregoing (other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, default under this Lease by Lessor which may now or hereafter be conferred upon it by law to (a1) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Property or any portion thereof, or (b2) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of or set off against the Rent or other sums payable or other obligations by Lessee hereunder, except to be performed by Tenant hereunderthe extent that Lessor's action constitutes constructive eviction and except as otherwise specifically provided in this Lease. The obligations of Tenant Lessee hereunder shall be separate and independent covenants and agreements, agreements and the Rent and all other sums payable by Tenant Lessee hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated terminated, abated or modified pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically and expressly provided in this Agreementherein, each of Landlord and Tenant, to the maximum extent permitted by law, Tenant shall remain bound by this Agreement Lease in accordance with its terms terms. Except as otherwise specifically and expressly provided herein, Tenant shall not take any action not, without the prior written consent of the other to Landlord, modify, surrender or terminate this Agreement. In additionLease as to any Leased Property, except as otherwise expressly provided in this Agreement, Tenant shall not nor seek, or nor be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off against the Rent, nor shall the respective Rent as to any Leased Property for any reason whatsoever. The obligations of Landlord and Tenant shall not be otherwise affected by reason of of: (a) any damage to or destruction of the Leased Property, or any portion thereof, from whatever cause or any Condemnation, (b) the lawful or unlawful prohibition of, or restriction upon, Tenant’s 's use of the any Leased Property, or any portion part thereof, or the interference with such use by any Person person, corporation, partnership or other entity, other than Landlord or any person or entity acting by reason of eviction by paramount titleor through or under Landlord; (cb) any claim which Tenant may has or might have against Landlord or by reason of any default (other than a monetary default) or breach of any warranty by Landlord under this Agreement Lease or any other agreement between Landlord and Tenant, or to which Landlord and Tenant are parties; (dc) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings proceeding affecting Landlord or any assignee or transferee of Landlord; (d) any damage to, or destruction of, any Leased Property or any portion thereof for whatever cause, or any taking of the Leased Property or any portion thereof; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Tenant from any such obligations as a matter of law. Except as otherwise specifically and expressly provided in this AgreementLease, and to the maximum extent permitted by law, Tenant hereby specifically waives all right, including but not limited to any rights arising from under any occurrence whatsoeverstatute relating to rights of tenants in the jurisdictions where the Leased Properties are located, which may now or hereafter be conferred upon it by law law, relating to: (a) to modifythe modification, surrender or terminate termination of this Agreement Lease, or quit the quitting or surrender the of any Leased Property, Property or any portion thereof, or ; (b) which would entitle Tenant to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant hereunder; (c) any rights of redemption and (d) any right to demand or notice of termination of eviction. The Except as otherwise specifically and expressly provided in this Lease, as to each Leased Property, the obligations of Landlord and Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated or abated or reduced pursuant to the express provisions of this AgreementLease or by termination of this Lease other than by reason of an Event of Default.

No Termination, Abatement, etc. Except as otherwise specifically provided in this Agreement, each of Landlord and Tenant, to the maximum extent permitted by law, shall remain bound by this Agreement in accordance with its terms and Lessee shall not take any action without the consent of the other Lessor to modify, surrender or terminate this Agreement. In additionLease (other than as expressly permitted under this Lease), except as otherwise expressly provided in this Agreement, Tenant and shall not seek, seek or be entitled to, to any abatement, deduction, deferment or reduction of the Rent, or set-off setoff against the Rent, nor shall the . The respective obligations of Landlord Lessor and Tenant Lessee shall not be otherwise affected by reason of (a) any damage to to, or destruction of of, the Leased Property, Properties or any portion thereof, thereof from whatever cause or any CondemnationTaking or Partial Taking of the Leased Properties, except as expressly set forth herein; (b) the lawful or unlawful prohibition of, or restriction upon, TenantXxxxxx’s use of the Leased PropertyProperties, or any portion thereof, or the interference with such use by any Person or by reason of eviction by paramount title; (c) any claim which Tenant may that Lessee has or might have against Landlord Lessor or by reason of any default (other than a monetary default) or breach of any warranty by Landlord Lessor under this Agreement Lease or any other agreement between Landlord Lessor and TenantLessee, or to which Landlord Lessor and Tenant Lessee are parties; (d) any bankruptcy, insolvency, reorganization, composition, readjustment, liquidation, dissolution, winding up or other proceedings affecting Landlord Lessor or any assignee or transferee of LandlordLessor; or (e) for any other cause cause, whether similar or dissimilar to any of the foregoing (foregoing, other than a monetary default by Landlord)discharge of Lessee from any such obligations as a matter of law. Except as otherwise Lessee hereby specifically provided in this Agreement, Tenant hereby waives all rights rights, arising from any occurrence whatsoever, which may that now or hereafter may be conferred upon it by law to (a) to modify, surrender or terminate this Agreement Lease or quit or surrender the Leased Property, Properties or any portion thereof, or (b) which would entitle Tenant Lessee to any abatement, reduction, suspension or deferment of the Rent or other sums payable or other obligations to be performed by Tenant Lessee hereunder. The obligations of Tenant hereunder shall be separate and independent covenants and agreements, and the Rent and all other sums payable by Tenant hereunder shall continue to be payable in all events unless the obligations to pay the same shall be terminated pursuant to the express provisions of this Agreement.