CITY COUNCIL REGULAR MEETING AGENDA PACKET

24 4859-3312-3005v4 concurrent copy thereof is delivered to Senior Lender, and no cure period provided to Lenders under the Lease shall commence until such notice is delivered to Senior Lender; (c) Senior Lender Right to Access Property to Cure Defaults. Lessor and Lessee will allow Senior Lender and its representatives access to the Project for the purpose of effecting any cure right exercised by Senior Lender pursuant to its cure rights under this Lease, and any cure by Senior Lender shall have the same effect as a cure by Lessee; (d) Obligations of New Lessee. Following any foreclosure, enforcement or assignment described in subparagraph (8) or (9) of Section 8.2(a) above, the new lessee shall be personally obligated only for performance of obligations under the Lease commencing as of the date of such foreclosure, enforcement or assignment and, provided that a successor lessee has assumed such obligations, ending as of the date of any assignment of the Lease to a successor lessee. Any liability of Senior Lender, or any new lessee that succeeds to Senior Lender’s interest for any such obligations, shall not exceed Senior Lender’s, or such new lessee’s, interest in the Project. (e) Insurance and Condemnation Proceedings. That Lessor will provide reasonable prior notice to Senior Lender of any proceedings for adjustment or adjudication of any insurance or condemnation claim involving the Project, and will permit Senior Lender to participate therein as an interested party. (f) No Lien on Personal Property. Lessor acknowledges that any equipment or other personal property of Lessee now or hereafter located on the Project shall be and remain the personal property of Lessee and shall not become a part of the Project; Lessor expressly waives any lien on any such equipment or other personal property of Lessee. To the extent that Lessee grants a lien or security interest in such equipment or other personal property to Senior Lender to secure the Lessee’s obligations under the Senior Loan Documents, Lessor agrees that, upon enforcement or exercise by Senior Lender of any of its rights with respect thereto, Lessor shall afford Senior Lender reasonable access to the Project for the purpose of preserving its interests therein or enforcing or exercising such rights, subject to the payment by Senior Lender to Lessor of a daily rental at the rate provided for in the Lease. ARTICLE 9. REPRESENTATIONS, WARRANTIES AND COVENANTS Section 9.1 Representations, Warranties and Covenants of Lessor. Lessor warrants and represents to Lessee as follows, which warranties and representations are true and correct as of the date of this Lease, to the actual knowledge of Lessor: (a) Lessor has good and marketable title to the Leased Premises, subject only to encumbrances of record or disclosed in writing to Lessee (“Permitted Encumbrances”), has the right, power and authority to enter into this Lease; no other party has any right or option in connection with Lessor’s interest in the Leased Premises, and Lessor shall not encumber the fee Page 104 of 428