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Premises made by Tenant. Landlord agrees to execute any and all documents necessary to pass through to Tenant any such tax benefits. Section 10.4 Structural Chan2es Required bv Law. Should any alterations, repairs or additions to the Premises (structural or non-structural) be required under any Applicable Law, Landlord shall cause same to be made promptly and at Landlord's sole cost and expense; provided, however, if any such alterations or additions are required as a consequence of alterations to the Premises after the Commencement Date or as a consequence of any use of the Premises other than the Permitted Use described in Section 13.1 below, then Tenant shall be responsible for performing and paying for same, except for such alterations, additions or repairs that are required during the last five (5) Lease Years of the Initial Term or during any Extension Term by an Applicable Law that first requires such alterations or additions to be made during the referenced last five (5) Lease Year-period, and if such alterations or additions are reasonably expected to cost more than Five Hundred Thousand Dollars ($500,000.00), then Tenant may elect to terminate this Lease upon not less than sixty (60) days' notice to Landlord and each Mortgagee, in which event Tenant shall not be required to make or pay for such alterations or additions; provided, however, if Landlord notifies Tenant within such 60-day period that Landlord will pay the excess costs over $500,000.00, then Tenant's termination notice shall be nullified and Tenant shall proceed to make the required alterations or additions. ARTICLE 11 REPRESENTATIONS AND WARRANTIES AND COVENANTS Section 11.1 Landlord's Warranties and Representations. Landlord hereby covenants with Tenant and warrants and represents to Tenant that, Landlord is (or shall become prior to Commencement Date) the record owner of Landlord's Parcel described on Exhibit B hereto in fee simple absolute. Subject to the terms and provisions of this Lease, Landlord further covenants with Tenant and also warrants and represents to Tenant as follows: (a) That Landlord and each person executing this Lease on behalf of Landlord (or in any representative capacity) have full right and lawful authority to execute this Lease; (b) That, subject to the express conditions specified herein (including without limitation the condition that the parties receive the required building permits), there is no legal impediment arising out of any matter described in Exhibit H, or (to the best of Landlord's current actual knowledge without any duty of inquiry or investigation) out of any Applicable Law or otherwise related to the construction and use of the Premises and the Center in the manner contemplated herein, or to the use and enjoyment of the Common Area, the Parking Facility, and the Center for their intended purposes and in accordance with the provisions of this Lease; and Landlord is not aware of any legal impediment that would prevent the satisfaction of the express conditions specified herein (excluding the condition that Landlord acquire ownership of all of Landlord's Parcel); and 43 CHG02:3091375.v8 . -~._... .~...