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Site Number: MNMSP00339B 10 Confidential & Proprietary
<br />Market: Minneapolis Lease Version: 1.0
<br />therewith (including attorneys’ fees) for the restoration. All compensation awarded in connection with a Taking
<br />shall be the property of Landlord, provided that if allowed under Applicable Law, Tenant may apply for and keep
<br />as its property a separate award for (i) the value of Tenant’s leasehold interest; (ii) the value of Tenant’s Equipment
<br />or other personal property of Tenant; (iii) Tenant’s relocation expenses; and (iv) damages to Tenant’s business
<br />incurred as a result of such Taking.
<br />12.5 Recording. If requested by Tenant, Landlord and Tenant agree to execute a Memorandum of Lease
<br />that Tenant may record, at Tenant’s sole cost and expense, with the appropriate recording officer. The date set forth
<br />in the Memorandum of Lease is for recording purposes only, and bears no reference to commencement of either the
<br />Term or rent payments of any kind.
<br /> 12.6 Force Majeure. Notwithstanding anything to the contrary in this Agreement, neither Party shall be
<br />liable to the other Party for nonperformance or delay in performance of any of its obligations under this Agreement
<br />due to causes beyond its reasonable control, including, without limitation, strikes, lockouts, pandemics, labor
<br />troubles, acts of God, accidents, technical failure governmental restrictions, insurrections, riots, enemy act, war,
<br />civil commotion, fire, explosion, flood, windstorm, earthquake, natural disaster or other casualty (“Force
<br />Majeure ”). Upon the occurrence of a Force Majeure condition, the affected Party shall immediately notify the other
<br />Party with as much detail as possible and shall promptly inform the other Party of any further developments.
<br />Immediately after the Force Majeure event is removed or abates, the affected Party shall perform such obligations
<br />with all due speed. Neither Party shall be deemed in default of this Agreement to the extent that a delay or other
<br />breach is due to or related to a Force Majeure event. A proportion of the Rent herein reserved, according to the extent that such Force Majeure event shall interfere with the full enjoyment and use of the Premises, shall be
<br />suspended and abated from the date of commencement of such Force Majeure event until the date that such Force
<br />Majeure event subsides. If such Force Majeure event prevents the affected Party from performing its obligations
<br />under this Agreement, in whole or in part, for a period of forty-five (45) or more days, then the other Party may
<br />terminate this Agreement immediately upon Notice to the affected Party.
<br /> 12.7 Successors and Assigns. The respective rights and obligations provided in this Agreement shall
<br />bind and shall inure to the benefit of the Parties hereto, their legal representative, heirs, successors and permitted
<br />assigns. No rights however, shall inure to the benefit of any assignee, unless such assignment shall have been made
<br />in accordance with Section 12.1 of this Agreement.
<br />12.8 Governing Law and Construction. This Agreement shall be construed, governed and enforced in
<br />accordance with the laws of the state in which the Premises is located. Landlord and Tenant acknowledge and agree
<br />that they and their counsel have reviewed, or have been given a reasonable opportunity to review, this Agreement
<br />and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting
<br />party shall not be employed in the interpretation of this Agreement or any amendments hereto.
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<br />12.9 Person; Gender; Number; Section Headings. As used in this Agreement, the word “person” means
<br />and includes, where appropriate, an individual, corporation, partnership or other entity; the plural shall be
<br />substituted for the singular, and the singular for the plural, where appropriate; and words of any gender shall include
<br />any other gender. The section and paragraph headings contained in this Agreement are solely for reference purposes, and shall not affect in any way the meaning or interpretation of this Agreement.
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<br />12.10 Severability . Each provision of this Agreement shall be construed as separable and divisible from
<br />every other provision and the enforceability of any one provision shall not limit the enforceability, in whole or in
<br />part, of any other provision. In the event that a court or administrative body of competent jurisdiction holds any provision of this Agreement to be invalid, illegal, void or less than fully enforceable as to time, scope or otherwise,
<br />such provision shall be construed by limiting and reducing it so that suc h provision is valid, legal and fully
<br />enforceable while preserving to the greatest extent permissible the original intent of the parties; the remaining terms
<br />and conditions of this Agreement shall not be affected by such alteration, and shall remain in full force and effect.
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