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2012027�� a. This Agreement shall become effective only upon the execution by ail of the parties hereto. b. This Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and assigns. The provisions of this Agreement shali be binding upon any guarantor of landlord's obligations under the lease. c. Tenant acknowledges that it is relying solefy on its decision and the advice of its owrn legal counsel and other consultants in entering into this Agreement, and that neither the Bank/Lender nor any of its respective employees, agents, contractors, attomeys, accountants or other representatives have provided any advice to Tenant in connection with this Agreement, any of its provisions or any of the transacfions contemplated herein, or regarding any legal, financial, tax or other impact this Agreement may have to Tenant d. Each Signatory shall execute any and all documents and perform any and all acts reasonably necessary or appropriate to consummate the terms and conditions set forth in this Agreement, provided, however, that this provision does not require any party to agree to provisions which are not part of the agreement e. All representatives, warranties, covenants, agreements, terms and conditions made herein will suivive the execution of this Agreement and all transactions contemplated hereunder. The descriptive headings of the several sections of this Agreement are inserted for convenience and will not be deemed to affect the meaning or construction of any of the provisions hereof. g. The parties agree that the rule of construction to the effect that any ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this Agreement. The terms of this Agreement shall be interpreted consistent with the Loan Documents and the Lease, except as specifically modfied by the terms set forth herein. h. The defined terms in this Agreement will apply equally to both the singular and the plural forms of the terms defined. 1Nhenever the context may require, any pronoun will include the corresponding masculine, feminine and neuter forms. The words °include", "incfudes' and "including" when used in this Agreement will be deemed to be followed by the phrase °without limitation° The words "approval° and °notice° when used in this Agreement will be deemed to be preceded by the word "written.° All references to "Exhibit" or °Exhibits° in this Agreement mean the exhibits attached hereto, the terms and conditions of which are made a part hereof. All references to °Section" or �Sections" in this Agreement mean the applicable section of this Agreement unless otherwise specified. To the extent applicable, the term °landlord" shall refer to a°lessor" or similarly situated person and the term "tenanY' shall refer to a lessee or similarly situated person. i. This Agreement constitutes the entire agreement between the parties hereto with respect to the priority of the Lease and the obligations of Lender as landtord under the Lease, and supersedes any other agreements, negotiations, communications, understandings and commitments whether written or oral, relating thereto. This Agreement may be modified only by a writing signed by all parties to this Agreement. j. If any one or more of the provisions contained in this Agreement for any reason shall be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or �� �� f � V