eTrade 2000 Annual Report Download - page 134

reasonable attorneys’ fees, to be fixed by the court, and said costs and attorneys’ fees shall be made a part of the judgment in said
action. A party shall be deemed to have prevailed in any action (without limiting the definition of prevailing party) if such action is
dismissed upon the payment by the other party of the amounts allegedly due or the performance of obligations which were allegedly
not performed, or if such party obtains substantially the relief sought by such party in the action, regardless or whether such action is
prosecuted to judgment.
19.8. Captions and Section Numbers . The captions, section numbers and table of contents appearing in this Lease are inserted only
as a matter of convenience and in no way define, limit, construe or describe the scope or intent or such sections or sections of this
Lease nor in any way affect this Lease.
19.9. Severability. If any term, covenant, condition or provision of this Lease, or the application thereof to any person or
circumstance, shall, to any extent, be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of
the terms, covenants, conditions or provisions of this Lease, or the application thereof to any person or circumstance, shall remain in
full force and effect and shall in no way be affected, impaired or invalidated.
19.10. Applicable Law. This Lease, and the rights and obligations of the parties hereto, shall be construed and enforced in
accordance with the laws of the State of California.
19.11. Submission of Lease. The submission of this document for examination and negotiation does not constitute an offer to lease,
or a reservation of or option for leasing the Premises. This document shall become effective and binding only upon execution and
delivery hereof by Landlord and Tenant. No act or omission of any employee or agent of Landlord or of Landlord’ s broker or agent
shall alter, change or modify any of the provisions in this Lease.
19.12. Holding Over. Should Tenant, or any of its successors in interest, hold over in the Premises, or any part thereof, after the
expiration of the Term unless otherwise agreed to in writing, such holding over shall constitute and be construed as tenancy from
month-to-month only, at a monthly rent equal to the greater of (i) the Base Rent owed during the final year of the Term, as the same
may have been extended, together with the Additional Rent due under this Lease, or (ii) fair market rent for the Premises, as
reasonably determined by Landlord. The inclusion of the preceding sentence shall not be construed as Landlord’ s permission for
Tenant to
hold over. In addition, Tenant shall indemnify, protect, defend and hold harmless Landlord for all losses, expenses and damages,
including any consequential damages incurred by Landlord, as a result of Tenant failing to surrender the Premises to Landlord and
vacate the Premises by the end of the Term.
19.13. Rules and Regulations. At all times during the Term, Tenant shall comply with the rules and regulations for the Building,
Phase and Project set forth in Exhibit D , attached hereto, and all amendments as Landlord may reasonably adopt.
19.14. No Nuisance. Tenant shall conduct its business and control its agents, employees, invitees and visitors in such a manner as not
to create any nuisance, or interfere with, annoy or disturb any other tenant in the Building, Phase or Project, or Landlord in its
operation of the Building, Phase and Project.
19.15. Broker. Tenant warrants that it has had no dealings with any real estate broker or agent other than the broker(s) referenced in
the Basic Lease Information (“Broker”) in connection with the negotiation of this Lease, and that it knows of no other real estate
broker or agent who is entitled to any commission or finder’ s fee in connection with this Lease. Tenant agrees to indemnify, protect,
defend and hold harmless Landlord from and against any and all claims, demands, losses, liabilities, lawsuits, judgments, costs and
expenses (including without limitation, attorneys’ fees and costs) with respect to any leasing commission or equivalent compensation
alleged to be owing on account of Tenant’ s dealings with any real estate broker or agent other than Broker.
19.16. Landlord’s Right to Perform . Upon Tenant’ s failure to perform any obligation of Tenant hereunder, including without
limitation, payment of Tenant’ s insurance premiums, charges of contractors who have supplied materials or labor to the Premises, etc.,
Landlord shall have the right to perform such obligation of Tenant on behalf of Tenant and/or to make payment on behalf of Tenant to
such parties. Tenant shall reimburse Landlord for the reasonable cost of Landlord’ s performing such obligation on Tenant’ s behalf,
including reimbursement of any amounts that may be expended by Landlord, plus interest at the Interest Rate.
19.17. Nonliability. Landlord shall not be in default hereunder or be liable for any damages directly or indirectly resulting from, nor
shall the rental herein reserved be abated by reason of, (i) the interruption of use of the Premises as a result of the installation of any
equipment in connection with the use, operation or maintenance of the Premises, Building, Phase and/or Project, (ii) any failure to
furnish or delay in furnishing any services required to be provided by Landlord when such failure or delay is caused by accident or any
condition beyond the reasonable control of Landlord or by the making of necessary repairs or improvements to the Premises, Building,
2002. EDGAR Online, Inc.