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The preceding provisions of this Paragraph 13(d) shall not constitute a waiver of any conditions precedent to Optionee's obligations under this Agreement. In addition, notwithstanding anything in this Paragraph 13(d) or any other provision herein to the contrary, Optionee reserves all rights and claims that it may have under this Agreement or applicable law with respect to the following (collectively, "Reserved Claims "): (a) fraud, willful misconduct, or the criminal acts of Owner and its members, employees, agents, consultants and contractors (collectively, "Owner's Parties "); (b) claims based upon acts or omissions of Owner which occur after the Closing; (c) any claims relating to dealings between Optionee and any Owner Party on transactions or matters relating to other properties; (d) any claims for breach of the representations, warranties, covenants and other obligations expressly set forth in this Agreement; or (e) claims for breach of the representations, warranties, covenants and other obligations set forth in the Closing Documents. 14. Brokers. Owner shall pay a brokerage commission to Cassidy Turley /BT Commercial (the "Broker ") pursuant to a separate agreement between Owner and the Broker. Except for the Broker referred to in this Paragraph 14, each party represents to the other that it has not dealt with any other broker, agent, or finder for which a commission or fee is payable in connection with the transaction contemplated by this Agreement. Each party shall indemnify, defend, protect and hold harmless the other from any Claims arising from such party's breach of its representation contained in this paragraph. 15. Owner's Operating Covenants. (a) Contracts. Prior to the Closing, Owner shall terminate all Contracts, except for the Contracts that Owner agrees to assign to Optionee and that Optionee agrees to assume. Optionee shall notify Owner of those Contracts, if any, that Optionee wishes to assume within thirty (30) days after receipt of such Contracts. If Optionee fails to notify Owner of its election to assume any of the Contracts within such thirty (30) day period, Optionee shall be deemed to have elected not to assume any of the Contracts. Those Contracts that Optionee expressly elects to assume, if any, shall be identified in an exhibit to the Assignment and assigned to and assumed by Optionee pursuant to the Assignment. (b) Leases. From and after the Agreement Date, Owner shall not execute any new leases or modify or amend the Lease except with Optionee's written approval, which approval may be withheld in Optionee's sole and absolute discretion. Owner shall not grant any concession, rebate, allowance or free rent with respect to the Lease, or consent to any sublease, termination, or lease surrender proposed by Tenant, except with Optionee's written approval, which approval may be withheld in Optionee's sole and absolute discretion. (c) Other Operating Covenants. From and after the Agreement Date, Owner shall not encumber the Property with any liens, encumbrances or other instruments creating a cloud on title or securing a monetary obligation that will survive the Closing. Owner shall maintain the Real Property in substantially the same condition as it exists as of the Agreement Date. Owner shall timely discharge, prior to the Closing, any and all obligations relating to work performed on or conducted at or materials delivered to the Real Property from time to time by Owner, or at Owner's direction or on its behalf, in order to prevent the filing of any claim or mechanic's lien with respect to such work or materials, and shall indemnify and hold Optionee Option Agreement 50 Chemical 10.5.2010 v. 8 21