CITY COUNCIL REGULAR MEETING AGENDA PACKET

35 4859-3312-3005v4 of the Leased Premises or any part thereof, shall relieve Lessee of any of its obligations to indemnify and defend the Indemnitees pursuant to the provisions of this Lease, and all such provisions, and all of Lessee’s accrued liabilities and obligations hereunder, shall survive such expiration, termination or repossession. (g) No Waiver. Except to the extent that Lessor may have agreed in writing, no waiver by Lessor of any breach by Lessee of any of its obligations, agreements or covenants hereunder shall be deemed to be a waiver of any subsequent breach of the same or any other covenant, agreement or obligation, nor shall any forbearance by Lessor to seek a remedy for any breach by Lessee be deemed a waiver by Lessor of its rights or remedies with respect to such breach. Section 12.3 Default by Lessor. (a) Events of Default. Lessor shall be in default of this Lease if it fails to perform any Lessor obligation hereunder, and such failure is not cured within sixty (60) days after Lessee provides written notice of the default to Lessor. If the default cannot reasonably be cured within sixty (60) days, Lessor shall not be in default if Lessor commences to cure the default within such 60-day period and diligently and in good faith continues to cure the default until completion. (b) Right to Cure; Lessee’s Remedies. If a Lessor default remains uncured beyond the expiration of the applicable cure period, Lessee, at its election, but without obligation therefor (i) may seek an order for specific performance, (ii) without releasing Lessor in whole or in part from Lessor’s obligations hereunder, Lessee may cure the default at Lessor’s cost provided that Lessee has provided Lessor with sixty (60) days advance written notice of Lessee’s election to do so and Lessor has not within such time notified Lessee that Lessor will cure the default, and/or (iii) may terminate this Lease, subject to any required consent of the Lenders. Section 12.4 Notices. Notices given by Lessor under Section 12.1 or by Lessee under Section 12.3 shall specify the alleged default and the applicable Lease provisions, and shall demand that Lessee or Lessor, as applicable, perform the appropriate provisions of this Lease within the applicable period of time for cure. No such notice shall be deemed a forfeiture or termination of this Lease unless expressly set forth in such notice. ARTICLE 13. QUIET ENJOYMENT AND POSSESSION; INSPECTIONS Section 13.1 Quiet Enjoyment. Lessor covenants and warrants that Lessee, upon payment of all sums herein provided and upon performance and observance of all its covenants herein contained, shall peaceably and quietly have, hold, occupy, use and enjoy, and shall have the full, exclusive and unrestricted use and enjoyment of, all of the Leased Premises during the Term, subject only to the provisions of this Lease and all applicable Legal Requirements. Page 115 of 428