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14.5. Entire Agreement. This Lease and the exhibits attached hereto set forth all the covenants, <br />promises, agreements, conditions and understandings between Landlord and Tenant concerning the Premises, and <br />there are no covenants, promises, agreements, conditions or understandings, either oral or written, between Landlord <br />and Tenant other than as are herein set forth. No alteration, amendment, change or addition to this Lease shall be <br />binding upon Landlord or Tenant unless reduced to writing and signed by each party. <br />14.6. Remedies Cumulative. The rights and remedies of Landlord and Tenant hereunder shall be <br />cumulative, and no one of them shall be deemed or construed as exclusive of any other right or remedy hereunder, at <br />law, or in equity. The exercise of any one such right or remedy by Landlord or Tenant shall not impair its standing <br />to exercise any other such right or remedy. <br />14.7. Accord and Satisfaction. No payment by Tenant or receipt by Landlord of a lesser amount than <br />the Rent due hereunder shall be deemed to be other than on account of the Rent first due hereunder. No endorsement <br />or statement on any check or letter accompanying any check or payment of Rent shall be deemed to be an accord and <br />satisfaction, and Landlord may accept any such check or payment without prejudice to the right of Landlord to <br />recover the balance of such Rent or to pursue any other right or remedy. <br />14.8. Relationship. Nothing contained herein shall be deemed or construed to create between the parties <br />any relationship other than that of landlord and tenant. <br />14.9. Information. Tenant shall provide to Landlord, upon request, accurate financial statements of <br />Tenant and/or any guarantors of this Lease (which, in the event Tenant or a guarantor is an entity, shall be certified <br />by the highest - ranking financial officer of Tenant or guarantor). <br />14.10. Construction. The laws of the State in which the Premises is located shall govern the validity, <br />performance, and enforcement of this Lease. The invalidity or unenforceability of any term or condition of this <br />Lease shall not affect the other terms and conditions, and this Lease shall be construed in all respects as if such <br />invalid or unenforceable term or condition had not been contained herein. The captions of this Lease are for <br />convenience only and do not in any way limit or alter the terns and conditions of this Lease. Whenever in this Lease <br />a singular word is used, it also shall include the plural wherever required by the context and vice versa. All <br />references in this Lease to periods of days shall be construed to refer to calendar, not business, days, unless business <br />days are specified. This Lease shall be recorded, but a failure to record shall not affect the effectiveness of this <br />Lease. All Exhibits referenced in this Lease are attached hereto and incorporated herein by reference. <br />14.11. Force Majeure. Notwithstanding anything to the contrary set forth herein, if Landlord or Tenant is <br />delayed in, or prevented from observing or performing any of its obligations hereunder (other than the payment of <br />any amount of money due hereunder) as the result of: (a) an act or omission of the other party; or (b) any other cause <br />that is not within the control of the delayed or prevented party (including, without limitation, inclement weather, the <br />unavailability of materials, equipment, services or labor, and utility or energy shortages or acts or omissions of <br />public utility providers); then: (A) such observation or performance shall be excused for the period of the delay; and <br />(B) any deadlines for observation or performance shall be extended for the same period. <br />14.12. Counterparts. This Lease may be executed in separate counterparts, each of which when so <br />executed shall be an original, but all of which together shall constitute but one and the same instrument. <br />14.13. Successors and Assigns. Except as otherwise expressly provided herein, this Lease, and all of the <br />terms and conditions hereof, shall inure to the benefit of, and be binding upon, the respective heirs, executors, <br />administrators, successors, and assigns of Landlord and Tenant. All indemnities set forth herein shall survive the <br />Termination Date. <br />14.14. Authority. Each person executing this Lease represents and warrants that: (a) he or she has been <br />authorized to execute and deliver this Lease by the entity for which he or she is signing; and (b) this Lease is the <br />valid and binding agreement of such entity, enforceable in accordance with its terns. <br />