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Exhibit 10.12 TURF VILLAGE OFFICES, LLC. STANDARD LEASE AGREEMENT
THIS STANDARD LEASE AGREEMENT (this "Lease") is made as of the day of January, 2004 by and between TURF VILLAGE OFFICES, LLC, a Maryland limited liability company (hereinafter referred to as "Landlord"), and CARROLLTON MORTGAGE SERVICES, INC. (hereinafter referred to as "Tenant"). Tenant desires to lease the Premises (hereinafter defined), within the Building (hereinafter defined) for the purposes set forth in Section 11, and Landlord and Tenant desire to enter into this Lease which defines their respective rights, duties, and liabilities relating to the Building and the Premises. NOW, THEREFORE, WITNESSETH in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows: 1. DEFINITIONS. For purposes of this Lease, Landlord and Tenant hereby agree that the following terms shall have the indicated meanings: a. Additional Rent: all sums of money or charges required to be paid by Tenant under this Lease other than Annual Rent, whether or not such sums or charges are designated "Additional Rent." b. Annual Rent: the amounts set forth below during the Original Term, and the amount set forth in Section 7 during any Renewal Term.
c. Assignment: any assignment, transfer, mortgage, or encumbrance, whether voluntarily, involuntarily, or by operation of law, of Tenant's interest in this Lease, any sublease by Tenant, any license by Tenant of space in the Premises, or any concession agreement by Tenant with respect to all or part of the Premises, any agreement by Tenant giving any other person the right to use all or part of the Premises, or such other events determined to be Assignments pursuant to Section 31. d. Base Year Operating Expenses: The total amount of Operating Expenses for the calendar year January 1, 2004 to December 31, 2004. e. Base Year Taxes: The total amount of Taxes for the fiscal year July 1, 2004 to June 30, 2005. f. Building: the 32,000 square foot office building located on the Property and known as 2300 York Road, Timonium, Maryland 21093. g. Commencement Date: the date Landlord tenders possession to the Tenant, anticipated to occur on or about January 15, 2004, except that if such date is hereafter advanced to postponed pursuant to any provision of this Lease, or by written agreement of the parties hereto, the date to which it is advanced or postponed. h. Common Areas: those portions of the Property which Landlord may from time to time designate for Tenant's non-exclusive use. 1 i. Hazardous Material: any hazardous or toxic substance, material, or waste including, but not limited to, those substances, materials, and wastes listed in the United States Department of Transportation Hazardous Materials Table (49 CFR 172. 101) or by the Environmental Protection Agency as hazardous substances (40 CFR Part 302) and amendments thereto, or such substances, materials, and wastes that are or become regulated under any applicable federal, state, or local law, ordinance, or regulation including, but not limited to, the Resource Conservation and Recovery Act, the Toxic Substances Control Act, the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA" or "Superfund"), the Clean Air Act, and the Clean Water Act. j. Landlord: Turf Village Offices, LLC, a Maryland limited liability company. k. Landlord's Address: 10233 South Dolfield Road, P.O. Box 369, Owings Mills, Maryland 21117, Attn: Ms. Sharon Dowell. l. Monthly Installment of Annual Rent: an amount equal to one-twelfth (1/12th) of the Annual Rent. m. Mortgage: any mortgage, deed of trust, ground lease or security agreement affecting the Property or, any part thereof, at any time. n. Mortgagee: the beneficiary of any Mortgage. o. Normal Business Hours: the hours from 8 a.m. to 6 p.m. Monday through Friday, and 9 a.m. to 1 p.m. on Saturday, except legal holidays observed by the United States federal government. p. Notices: all notices, requests, demands, or other communications which may be or are required or permitted to be served or given under this Lease. q. Operating Expenses: Commencing with Year Two of reasonable expenses incurred by Landlord in connection with the operation of the Property. By way of example, but without limitation, operating expenses shall include any and all of the following: casualty and liability insurance; management fees; common area maintenance and repairs, trash removal; snow removal, grounds maintenance, cleaning of common areas, security services, water and sewer charges and/or fees, and any and all other expenses or charges of any nature whatsoever, whether or not herein mentioned, which would be included in Operating Expenses in accordance with sound accounting and management principles generally accepted with respect to the operation of first class office buildings. r. Operating Expense Escrow Payment: Commencing with Year 2 one-twelfth (1/12th) of Landlord's estimate of Tenant's Percentage of the increase in the Operating Expenses over the Base Year Operating Expenses. s. Original Term: a period of three (3) years commencing on the Commencement Date. Should the Commencement Date fall other than on the fifteenth day of a month, the Term shall be equal to the number of years set forth herein plus the portion of the month remaining from the Commencement Date until the last day of the month. t. Premises: Suites 114, 115 and 116 on the first floor of the Building, consisting of approximately Two Thousand Five Hundred Seventy-eight (2,578) rentable square feet, which is the space to be leased by Tenant hereunder and outlined on Exhibit A , attached hereto and incorporated by reference herein. u. Property: all that tract or parcel of land owned by Landlord consisting of approximately 1.545 acres more or less being known as Lot 2 as shown on the Plat entitled "Timonium Heights" 2 as recorded among the Land Records of Baltimore County, Maryland in Plat Book SM 57, folio 135. v. Renewal Term: a period of one (1) year commencing upon the expiration of the Original Term or any other Renewal Term. The Renewal Terms are referred to as the "First Renewal Term," the "Second Renewal Term," and "Third Renewal". w. Rent: all Annual Rent, Monthly Installments of Annual Rent, and Additional Rent payable by Tenant to Landlord under this Lease. x. Security Deposit: None. y. Taxes: all taxes, assessments, and governmental charges of any kind and nature whatsoever levied or assessed against the Property. z. Tax Escrow Payment: Commencing with Year two and any renewals thereafter one-twelfth ( 1 / 12 ) of Landlord's estimate of Tenant's percentage of the increases in the Taxes over Base Year Taxes. aa. Tenant: Carrollton Mortgage Services, Inc. Robert Altieri. President bb. Tenant's Address: 344 N. Charles Street, Baltimore, Maryland 21201. cc. Tenant's Percentage: Commencing with Year 2 and all renewals thereafter; Eight and 12/100ths percent (8.12%), the percentage equivalent to a fraction having as its numerator the number of square feet in the Premises (inclusive of a Twelve percent (12%) core factor) and as its denominator the number of square feet of rentable floor space in the Building (i.e. 31,751 square feet). dd. Term: the Original Term and any Renewal Term as to which Tenant exercises an option. When used herein, the singular shall apply to the plural, the plural the singular, and the use of any gender shall apply to all genders. 2. DEMISE OF PREMISES. Landlord leases to Tenant and Tenant hereby leases from Landlord the Premises for the Term, Rent, and upon the terms, covenants, and conditions set forth herein. 3. IMPROVEMENTS. a. Landlord agrees to perform or cause to be performed within a reasonable period of time all that work set forth on Schedule 1 to be attached hereto and made a part hereof at the price indicated therein unless Landlord has agreed to permit Tenant to perform or cause to be performed said work. No improvements other than those on Schedule 1 will be performed or permitted without Landlord's prior written consent. b. Any work Landlord authorizes pursuant to Schedule 2 attached hereto and made a part hereof shall be performed at Tenant's expense. During Tenant's performance of such work, Tenant shall at its expense, remove from the Property all trash which it may accumulate. During such period of work, Tenant shall not unreasonably interfere with Landlord's construction activities and shall maintain workmen's compensation, liability and builder's risk insurance in amounts satisfactory to Landlord. All work done by Tenant shall be done in accordance with all applicable building codes, statutes, regulations, laws, ordinances of federal, state, county and municipal authorities and with any direction or order made pursuant to law by any public official or agency. All improvements (as distinguished from trade fixtures) shall be the property of Landlord and may not be removed without its consent. 3 c. By opening the Premises for business, Tenant shall be deemed to have: (i) accepted the Premises, (ii) acknowledged that the Premises are ready for occupancy hereunder, and (iii) agreed that the obligations of the Landlord pursuant to the attached Schedule 1 have been fully performed. 4. RENT. Tenant shall pay Monthly Installments of Annual Rent in advance on the first day of each month for the Term of this Lease, without deduction, set-off, recoupment, counterclaim, or demand, at Landlord's Address or at such other place as shall be designated in writing by Landlord. If the Term shall commence or end on a day other than the first day of a month, the Monthly Installments of Annual Rent for any such partial month of the Term shall be prorated on a per diem basis. Upon the execution of this Lease, Tenant shall pay an amount equal to one (1) Monthly Installment of Annual Rent 5. LATE PAYMENTS. In the event that any Monthly Installment of Annual Rent or Additional Rent shall be past due for more than ten (10) days, Tenant shall pay to Landlord as Additional Rent a late charge equal to the greater of (a) five percent (5%) of the unpaid Rent, or (b) the interest on the unpaid Rent from the date when due until payment at the rate of fifteen percent (15%) per annum, or, if less, the highest rate permitted by law. The late charge imposed under this Section is not a penalty and has been agreed to by Landlord and Tenant as necessary to compensate Landlord for its additional costs associated with late payment. 6. SECURITY DEPOSIT. None. 7. RENEWAL. Upon the expiration of the Original Term, Tenant shall have an option to extend this Lease for a Renewal Term of one (1) year, provided that Tenant gives Landlord at least ninety (90) days prior written notice of its unconditional and irrevocable exercise of each such option and provided further Tenant is not then and has not been in default hereunder. In the event that Tenant exercises its option as to any Renewal Term, all provisions of this Lease shall apply during each Renewal Term except that the Annual Rent and Monthly Installments of Annual Rent which shall be as follows:
8. UTILITIES AND SERVICES. From and after the Commencement Date, to the extent utilities are separately metered for the Premises, Tenant shall make arrangements with each utility company and public body to provide, in Tenant's name, electricity for heat, air conditioning and lighting and telephone, necessary for Tenant's use of the Premises. Tenant shall pay directly to the companies furnishing utility service the cost of all service connection fees and the cost of all utilities consumed throughout the Term. In the event that Tenant fails to pay in a timely manner any sum required under this Section, Landlord shall have the right, but not the obligation, to pay any such sum. Any sum so paid by Landlord shall be deemed to be owing by Tenant to Landlord and due and payable as Additional Rent within five (5) days after demand therefore. To the extent any utilities are not separately metered for the Premises, Landlord shall furnish such utility services to Tenant, and in such event, the cost of provision of such services shall be charged to Tenant as Additional Rent. The amount charged for such utility service shall be determined by Landlord, which determination shall be 4 conclusive and binding on Tenant. Any additional Rent owing by Tenant to Landlord for utilities shall be due and payable within five (5) days after demand therefore. 9. TAXES. a. Tenant shall be liable for all taxes levied against personal property, trade fixtures, and tenant improvements placed by Tenant in the Premises. If any such taxes based on the personal property or trade fixtures placed by Tenant in the Premises are levied against Landlord or Landlord's property, Tenant shall pay to Landlord upon demand that part of such taxes for which Tenant is primarily liable hereunder. b. Landlord shall pay all Taxes currently assessed against the Building and the Property. Tenant agrees to pay to Landlord as Additional Rent Tenant's Percentage of all increases in taxes in excess of base year taxes commencing with Year Two. Landlord is authorized to deposit those funds in a non-interest-bearing account (in which account other monies of Landlord may be co-mingled provided Landlord maintains accurate books and records with respect thereto). Tenant authorizes Landlord to use the funds paid to Landlord under this Section to pay the Taxes levied or assessed against the Property. Each Tax Escrow Payment shall be Additional Rent and shall be due and payable at the same time and in the same manner as the time and manner of the payment of Annual Rent as provided herein. The Tax Escrow Payment account of Tenant shall be reconciled annually. If the Tenant's total Tax Escrow Payments are less than Tenant's Percentage of the increase in Taxes over the Base Year Taxes, Tenant shall pay the difference to Landlord upon demand; if the total Tax Escrow Payments of Tenant are more than Tenant's Percentage of the increase in Taxes over the Base Year Taxes, Landlord shall retain such excess and credit it to Tenant's Tax Escrow Payment obligation. If Tenant should fail to pay any Taxes required to be paid by Tenant hereunder, in addition to any other remedies provided herein, Landlord may, if it so elects, pay such Taxes. Any sum so paid by Landlord shall be deemed to be owing by Tenant to Landlord and due and payable as Additional Rent within five (5) days after demand thereof. Excess escrow payments should be credited to any rent due. c. If at any time during the Term of this Lease, the present method of taxation shall be changed so that in lieu of the whole or any part of any taxes, assessments, levies, or charges levied, assessed, or imposed on real estate and the improvements thereon, there shall be levied, assessed, or imposed on Landlord a capital levy or other tax directly on the rents received there from and/or a franchise tax assessment, levy, or charge measured by or based, in whole or in part, upon such rents or the Building, then such taxes, assessments, levies, or charges that are in lieu of the present method of taxation shall be deemed to be included within the term "Taxes" for the purposes hereof. d. Any payment to be made pursuant to this Section with respect to the real estate tax year in which this Lease terminates shall bear the same ratio to the payment which would be required to be made for the full year as that part of such tax year covered by the Term of the Lease bears to a full tax year. 10. COMMON AREAS AND EXPENSES. In addition to the use of the Premises, Tenant, its employees, and business invitees shall have the right to use the Common Areas in common with Landlord and other tenants of the Building, their employees, and business visitors. Tenant shall not obstruct the Common Areas or use them for any purpose other than their customary or intended purposes. All Common Areas shall be subject to the exclusive control of Landlord. Landlord shall operate, manage, equip, police, light, and maintain the Common Areas, all in such manner as Landlord, in its sole discretion, may, from time to time determine, and Landlord shall have the sole right and exclusive authority to employ and discharge all personnel with respect thereto. Landlord hereby expressly reserves the right to maintain security for the Common Areas; to use and to allow others to use the Common Areas for any purpose; to change the size, area, level, location, and arrangement of the Common Areas; to close temporarily all or any 5 portion of the Common Areas for the purpose of making repairs, changes, or alterations thereto or performing necessary maintenance in connection with any emergency or for any other purpose whatsoever, whether such purpose is similar or dissimilar to the foregoing. Commencing Year Two: Tenant agrees to pay Landlord as Additional Rent Tenant's Percentage of all Operating Expenses in excess of Base Year Operating Expenses attributable to the Property. During each month of the Term, Tenant shall pay to Landlord the Operating Expense Escrow Payment. Landlord is authorized to deposit those funds in a non-interest-bearing account (in which account other monies of Landlord may be comingled provided Landlord maintains accurate books and records with respect thereto). Tenant authorizes Landlord to use the funds paid to Landlord to pay the Operating Expenses. Each Operating Expense Escrow Payment shall be Additional Rent and shall be due and payable at the same time and in the same manner as the time and manner of the payment of Annual Rent as provided herein. The Operating Expense Escrow Account of Tenant shall be reconciled annually and a statement documenting the Operating Expenses for such year shall be provided to Tenant upon request. If the Tenant's total Operating Expense Escrow Payments are less than Tenant's Percentage of the increase in Operating Expenses over Base Year Operating Expenses, Tenant shall pay the difference to Landlord upon demand; if the total Operating Expense Escrow Payments of Tenant are more than Tenant's Percentage of the increase in Operating Expenses over Base Year Operating Expenses, Landlord shall retain such excess and credit it to Tenant's Operating Expense Payments. 11. COMPLIANCE WITH LAW RESTRICTIONS ON USE. a. Tenant shall not use or permit the Premises, or any part thereof, to be used for any purposes other than general offices. Furthermore, no use of the Premises shall be made or permitted to be made that shall result in: (i) waste of the Premises or any part thereof, (ii) a public or private nuisance that may disturb the quiet enjoyment of Landlord or other tenants of the Property; (iii) improper, unlawful, or objectionable use; or (iv) noises or vibrations that may disturb the Landlord or other tenants. Tenant shall comply at its own expense with all restrictive covenants and governmental regulations and statutes affecting the Premises either now or in the future b. Tenant shall at all times during the Term comply with all laws, ordinances, and regulations of federal, state, and local authorities pertaining to Tenant's use of the Premises and with the recorded covenants, conditions, and restrictions, regardless of when they become effective, including, without limitation, all applicable federal, state, and local laws, ordinances, or regulations pertaining to air and water quality, Hazardous Material, waste disposal, air emissions, and other environmental matters, all zoning and other land use matters, utility availability, and with any direction of any public officer or officers, pursuant to law, which shall impose any duty upon Landlord or Tenant with respect to the use or occupation of the Premises. 12. SERVICES, REPAIRS, AND MAINTENANCE BY TENANT. Tenant shall at all times and at its own expense keep and maintain the Premises in good order and repair, and in a neat, safe, clean, and orderly condition, including, but not limited to, regular janitorial and cleaning of the Premises, repairs and replacements to the plumbing and electrical apparatus therein, the HVAC system serving the Premises. Tenant, at its own expense, will maintain a service contract with a state licensed HVAC contractor to maintain the HVAC equipment in good and operable order during the Term of the Lease. Tenant shall not overload the electrical wiring serving the Premises or within the Premises. Tenant will repair promptly at its own expense by or under the direction of Landlord any damage (whether structural or nonstructural) to the Premises or the Building caused by any construction or alterations performed by Tenant or by bringing into the Premises or on the Property any property for Tenant's use, or by the installation or removal of such property, regardless of fault or by whom such damage shall be caused, unless solely by the gross negligence of Landlord. 6 13. REPAIRS BY LANDLORD. Except as otherwise provided herein, Landlord shall maintain the central heating and air conditioning system of the Building and the electrical wiring serving the Premises where within the Premises and shall make all structural repairs, including, but not limited to structural columns and floors (excluding floor coverings such as carpet and floor tile) of the Premises, the roof of the Building, and the exterior walls of the Building, provided Tenant gives Landlord written notice specifying the need for and nature of such repairs; provided, however, if Landlord is required to make any repairs to such portions of the Premises or Building by reason, in whole or in part, of the negligent act or failure to act by Tenant or Tenant's contractors or subcontractors or its or their agents or employees, or by reason of any unusual use of the Premises by Tenant (whether or not such use is a permitted use hereunder), Landlord may collect the reasonable cost of such repairs, as Additional Rent, upon demand. Except as provided herein, Landlord shall have no liability to Tenant by reason of any inconvenience, annoyance, interruption, or injury to business arising from the making of any repairs or changes which Landlord is required or permitted by this Lease to make, or by any other tenant's lease or required by law to make in or to any portion of the Premises, Building, or Common Areas. 14. PLACEMENT OF HEAVY EQUIPMENT. Tenant shall not place a load upon any floor of the Premises exceeding the floor load per square foot area which such floor was designed to carry or which may be allowed by law. Landlord reserves the right to prescribe the weight and position of all safes, telephone switchboards, computers, or other heavy equipment, and to prescribe the reinforcing necessary, if any, which in the opinion of Landlord may be required under the circumstances, such reinforcing to be at Tenant's expense. 15. FORCE MAJEURE. This Lease and the obligation of Tenant to pay Rent hereunder and perform all of the other covenants and agreements hereunder on the part of Tenant to be performed shall not be affected, impaired, or excused because Landlord is unable to fulfill any of its obligations under this Lease or is unable to supply, or is delayed in supplying, any service to be supplied by it under the terms of this Lease or is unable to make, or is delayed in making, any repairs, additions, alterations, or decorations or is unable to supply, or is delayed in supplying, any equipment or fixtures, if Landlord is prevented or delayed or otherwise hindered from doing so by reason of any outside cause whatsoever. Similarly, Landlord shall not be liable for any interference with any services supplied to Tenant by others except if due to gross negligence or willful misconduct of Landlord. Nothing contained in this Section shall be deemed to impose any obligation on Landlord not expressly imposed by other provisions of this Lease. 16. SURRENDER OF PREMISES. At the expiration or earlier termination of the Term of this Lease, Tenant shall peaceably surrender the Premises in broom clean condition and good order and repair and otherwise in the same condition as the Premises was upon the commencement of this Lease, except ordinary wear and tear. 7 17. ABANDONING PREMISES OR PERSONAL PROPERTY. Tenant shall not vacate or abandon the Premises at any time during the Term of this Lease. 18. QUIET ENJOYMENT . Landlord warrants that Tenant shall be granted peaceable and quiet enjoyment of the Premises free from any eviction or interference by Landlord if Tenant pays the Annual Rent and Additional Rent provided herein, and otherwise fully performs the terms, covenants, and conditions imposed herein. 19. INDEMNIFICATION AND WAIVER OF CLAIM a. Tenant will defend and will indemnify Landlord and save Landlord harmless from and against any and all claims, actions, damages, liability, and expense (including, but not limited to, reasonable attorneys' fees) in connection with the loss of life, bodily injury, or damage to property or business arising from, related to, or in connection with the occupancy or use by Tenant or any assignee, subtenant, concessionaire, or licensee of the Premises or any part of Landlord's personal property or the Building or occasioned wholly or in part by any act or omission of Tenant or any assignee, subtenant, concessionaire, or licensee or its or their contractors, subcontractors, or its or their agents or employees or other persons on the Premises. Tenant shall also pay all reasonable costs, expenses, and attorneys' fees that may be expended or incurred by Landlord in enforcing the covenants and agreements of this Lease. The provisions of this Section shall survive the termination or earlier expiration of this Lease. Landlord shall not be liable for, and Tenant, in consideration of Landlord's execution of this Lease, hereby releases all claims against Landlord for loss or damage that may be occasioned by or through the acts or omissions of other tenants, their contractors and subcontractors and their agents, invitees, or employees, or for loss of life, bodily injury, or damage to property or business sustained by Tenant or any person claiming through Tenant or on the Premises resulting from any fire, accident, occurrence, or any other condition in or upon the Property or any part thereof. The foregoing waiver and release is intended by Landlord and Tenant to be absolute, unconditional, and without exception and to supersede any specific repair obligation imposed upon Landlord hereunder; provided that such waiver and release shall not apply to the gross negligence or willful misconduct of Landlord. b. Notwithstanding anything to the contrary herein contained, Landlord and Tenant do mutually each release and discharge the other, and all persons against whom their insurance company or companies would have a right or claim by virtue of subrogation, of and from all suits, claims, and demands whatsoever, for loss or damage to the property of the other, even if caused by or occurring through or as a result of any negligent act or omission of the party released hereby or its contractors, subcontractors, agents, or employees, so long as and to the extent that such loss or damage is covered by insurance benefiting the party suffering such loss or damage or was required to be so covered under this Lease. Each party further agrees that each will cause its policies of insurance for fire and extended coverage to be so written as to include a waiver of subrogation. It is hereby stipulated that this insurance shall not be invalidated should the insured or any of them waive in writing prior to a loss any or all right of recovery against any person or entity for loss occurring to the property described herein. If the inclusion of such a clause occasions additional cost for the policyholder, the other party shall be given notice of such additional cost and the opportunity to pay it within thirty (30) days, in which case the policyholder shall require the insurance company to include the clause. If either party shall elect to be a self-insurer of its property to the extent permitted by this Lease, such waiver of subrogation shall be applicable thereto to the same extent as if any loss or damage were covered by insurance. 20. INSURANCE. a. Tenant will keep in force with companies licensed to do business in the State of Maryland and which have a rating of A or better and a financial size rating of X or larger from Best's Key Rating Guide and Supplemental Service, Property, Casualty (or comparable insurance rating 8 service), at Tenant's expense at all times during the Term of this Lease and during such other times as Tenant occupies the Premises or any part thereof: (1) Commercial general liability insurance written on an occurrence basis with respect to the Premises and the business operated by Tenant and any subtenants, concessionaires, or licensees of Tenant in the Premises with minimum combined single limits of One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the aggregate. Such liability insurance shall, in addition, extend, through contractual liability insurance, to any liability of Tenant arising out of the indemnities provided in Section 19 and shall be subject to the waiver of subrogation specified therein. Such liability insurance shall also include broad form endorsement coverage, including personal injury coverage. If the nature of Tenant's operation is such as to place any or all of its employees under the coverage of applicable workers' compensation or similar statutes, Tenant shall also keep in force, at its own expense, workers' compensation or similar insurance affording statutory coverage and containing statutory limits. (2) Fire insurance with standard broad form extended coverage and full replacement cost endorsements covering (A) all of Tenant's contents, furniture, furnishings, machinery, such equipment as is not affixed to the Premises, trade fixtures, and signs, and (B) Tenant's interest in all of the improvements and betterments installed in the Premises by Tenant. (3) Such other types of insurance and such additional amounts of insurance as, in Landlord's judgment, are necessitated by good business practice. b. On or before the Commencement Date, Tenant will deposit with Landlord copies of policies of insurance required by the provisions of this Section together with satisfactory evidence of the payment of the required premium or premiums thereof. Failure to deposit such policies shall not relieve Tenant of its obligation to obtain and keep in force insurance coverage required by this Lease. 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