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<br />4859-3312-3005v4
<br />(b) to use reasonable efforts to prevent any Tenant from committing or maintaining
<br />any nuisance or unlawful conduct on or about the Leased Premises;
<br />(c) to use reasonable efforts to prevent any action by any Tenant that would cause
<br />Lessee to violate any of the covenants and conditions of this Lease with respect to the
<br />Improvements;
<br />(d) to take reasonable action, if necessary, to abate any action by any Tenant that
<br />violates, or that would cause Lessee to violate this Lease; and
<br />(e) subject to the laws of the State of California and the rights of Tenants, to permit
<br />Lessor and its agents to inspect the Leased Premises or any part thereof at any reasonable time
<br />during the Term.
<br />Section 2.4 Possession; Permitted Encumbrances. Lessor shall provide possession of
<br />the Leased Premises to Lessee on the Commencement Date. Lessor hereby
<br />approves the encumbrances associated with the Senior Loan (including without
<br />limitation, the Senior Deed of Trust), the City Loan, and the Seller Loan, provided
<br />that: (i) the Regulatory Agreement shall remain senior in lien priority to the Senior
<br />Deed of Trust and the Seller Deed of Trust, and (ii) the City Deed of Trust shall
<br />remain senior in lien priority to the Seller Deed of Trust. Lessor agrees to permit
<br />recordation of the CTCAC Rider against the Land and Lessee’s Estate, and agrees
<br />to permit recordation of the CTCAC Regulatory Agreement against Lessee’s
<br />Estate, each in form approved by Lessor, Lessee, and CTCAC.
<br />Section 2.5 Memorandum of Lease. The Parties shall execute and acknowledge a
<br />memorandum of ground lease, substantially in the form attached hereto as Exhibit
<br />B, which shall be recorded at Lessee’s expense
<br />Section 2.6 AS-IS Conveyance. Lessee specifically acknowledges that Lessor is
<br />leasing the Leased Premises to Lessee on an “AS IS”, “WHERE IS” and “WITH
<br />ALL FAULTS” basis and that except as may be expressly stated in this Lease,
<br />Lessee is not relying on any representations or warranties of any kind whatsoever,
<br />express or implied, from Lessor as to any matters concerning the Leased Premises,
<br />including without limitation: (i) the quality, nature, adequacy and physical
<br />condition of the Leased Premises, including, but not limited to, appurtenances,
<br />access, landscaping, parking facilities, (ii) the quality, nature, adequacy, and
<br />physical condition of soils, geology and any groundwater, (iii) the existence,
<br />quality, nature, adequacy and physical condition of utilities serving the Leased
<br />Premises, (iv) the development potential of the Leased Premises, and the Leased
<br />Premises’ use, merchantability, or fitness, suitability, value or adequacy of the
<br />Leased Premises for any particular purpose, (v) the zoning or other legal status of
<br />the Leased Premises or any other public or private restrictions on use of the Leased
<br />Premises, (vi) the compliance of the Leased Premises or its operation with any
<br />Environmental Laws, covenants, conditions and restrictions of any governmental
<br />or quasi-governmental entity or of any other person or entity, (vii) the presence or
<br />removal of Hazardous Material, substances or wastes on, under or about the
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