Approving an Interlocal Agreement for the Elimination Reorganization, and Consolidation of Public Safety Answering Points in St. Joseph Co 911 Centers

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16.6 Agreement Binding Upon Successors. The covenants, agreements and obligations herein contained shall extend to, bind and inure to the benefit not only of the parties hereto, and their respective personal representatives, heirs, successors and assigns. 16.7 Estoppel Certificate. Without charge and at any time and from time to time hereafter, within ten (10) days after the written request of the other party, either Lessor or Lessee as the case may be, shall certify by a written instrument duly executed and acknowledged to any mortgagee or purchaser, or proposed mortgagee or proposed purchaser, or any other person, firm or corporation specified by Lessor or any lender specified by Lessee, as to the validity and force and effect of this Lease, in accordance with its tenor, as then constituted, as to the existence of any default on the part of any party thereunder, as to the existence of any offsets, counterclaims or defenses thereto on the part of Lessee, and as to any other matters that may be reasonably requested by Lessor. 16.8 Limitation of Liability. Anything to the contrary herein contained notwithstanding, there shall be absolutely no personal liability on persons, firms or entities who constitute Lessor with respect to any of the terms, covenants, conditions and provisions of this Lease, and Lessee shall look solely to the interest of Lessor, its successors and assigns, in the Building of which the Premises are a part for the satisfaction of each and every remedy of Lessee in the event of default by Lessor hereunder; such exculpation of personal liability is absolute and without any exception whatsoever. 16.9 Time is of the Essence. Time is and shall be of the essence of this Lease and of each term or provision hereof. 16.10 Consents. Wherever this Lease requires the approval or consent of one party to a matter proposed by another party, Lessor and Lessee agree that: (a) the proposal and the granting or denial of approval or consent shall be in writing; and (b) approval or consent shall not be unreasonably withheld, conditioned or delayed. 16.11 Severability. If any term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Lease shall be valid and be enforceable to the fullest extent permitted by law. 16.12 Headings. The headings of the articles of this instrument are for convenience and reference only and the words contained therein shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Lease. 16.13 Termination for Non - appropriation. Notwithstanding any other provision of this Lease, if funds for the continued fulfillment of this Lease by Lessee are at any time insufficient or not forthcoming through failure of any entity to appropriate funds or otherwise, then Lessee shall have the right to terminate this Lease without penalty by giving written notice documenting the lack of funding, in which instance unless otherwise agreed to by the parties, this -12- US.54381124.05