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<br />(q) Compliance with ADA. Lessee covenants and agrees that nothing
<br />shall be done or kept by Lessee on the Premises in violation of the Americans with
<br />Disabilities Act, (hereinafter "ADA") and that Lessee shall maintain, repair, replace, keep
<br />and use the Premises and all improvements, fixtures and personal property therein and
<br />thereon, and conduct its business within the Premises, in accordance with the
<br />requirements of the ADA. If any improvements, alterations or repairs to the Premises are
<br />required by governmental authority under the ADA or its implementing regulations or
<br />guidelines, Lessee shall be solely responsible for all non-structural items and any
<br />structural items due to Lessee's specific use of the Premises.
<br />4. Covenants of Lessor.
<br />(a) Covenant of quiet enjoyment. If Lessee promptly and punctually,
<br />complies with each of its obligations hereunder, it shall peacefully have and enjoy the
<br />possession of the Premises during the Term hereof, including that any unreasonable
<br />action of Lessor in repairing or restoring the Premises, shall be deemed a breach of this
<br />covenant and shall give Lessee any right to modify this Lease either as to term, rent
<br />payable, or other obligations to be performed.
<br />(b) Warranty of title. Lessor covenants and agrees that Lessor holds
<br />fee simple title to the Premises, subject only to mortgages, deeds of trust, utility
<br />easements and covenants which do not materially affect the use and enjoyment of the
<br />Premises.
<br />(c) Lessor's indemnification of Lessee. Lessor covenants and agrees
<br />to protect, indemnify and save Lessee harmless from and against all liability, obligations,
<br />claims, damages, penalties, causes of action, costs and expenses, including attorneys' fees
<br />at all tribunal levels, imposed upon, incurred by or asserted against Lessee by reason of
<br />(1) any accident, injury to or death of any person or loss of or damage to any property
<br />occurring on or about the Premises; (2) any act or omission of Lessor or Lessor's officers,
<br />employees, agents, guests or invitees or of anyone claiming by, through or under Lessor;
<br />(3) any use which may be made of, or condition existing upon, the Premises; (4) any
<br />improvements, fixtures or equipment upon the Premises; (5) any failure on the part of
<br />Lessor to perform or comply with any of the provisions, covenants or agreements of
<br />Lessor contained in this Lease; (6) any violation of any law, ordinance, order, rule or
<br />regulation of governmental authorities having jurisdiction by Lessor or Lessor's officers,
<br />employees, agents, guests or invitees or by anyone claiming by, through or under Lessor;
<br />and (7) any repairs, maintenance or changes to the Premises by, through or under Lessor.
<br />Lessor further covenants that, in case any action, suit or proceeding is brought against
<br />Lessee by reason of any of the foregoing, Lessor will, at Lessor's sole cost and expense,
<br />defend Lessee in any such action, suit or proceeding, with counsel acceptable to Lessee.
<br />(d) Assignment. Lessor covenants and agrees that the Lessee shall
<br />have the right to assign or sublease the Premises to any entity, public or private, that
<br />manages and delivers mental health, developmental disabilities, and substance abuse
<br />services, provided that the assignee or sublessee of this Lease Agreement shall agree to
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