Common use of Alternative Sublease Clause in Contracts

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if CSC does not reasonably expect to obtain such Lease Consent, CSC shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property utilized by Computer Sciences GS or its applicable Subsidiary to Computer Sciences GS or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). CSC shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, CSC shall sublease or cause its applicable Subsidiary to sublease to Computer Sciences GS or its applicable Subsidiary the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that CSC shall have no obligation to perform any obligations of such Landlord under such Lease. The sublease shall provide that (i) CSC shall use commercially reasonable efforts to enforce such Lease for the benefit of Computer Sciences GS or its applicable Subsidiary, at Computer Sciences GS’s or its applicable Subsidiary’s sole cost and expense, (ii) CSC shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Computer Sciences GS’s or its applicable Subsidiary’s rights thereunder; and (iii) subject to Section 2.13 of this Agreement, CSC shall exercise such Lease rights as may be reasonably requested by Computer Sciences GS or its applicable Subsidiary from time to time, at Computer Sciences GS’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Computer Sciences GS against any Losses any CSC Indemnitee may suffer in connection therewith.

Appears in 3 contracts

Samples: Real Estate Matters Agreement (Computer Sciences Government Services Inc.), Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Sra International, Inc.)

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Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if CSC Ultra does not reasonably expect to obtain such Lease Consent with respect to a Lease Requiring Consent, CSC Ultra shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Computer Sciences GS Delta or its applicable Subsidiary to Computer Sciences GS Delta or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). CSC Ultra shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, CSC Ultra shall sublease or cause its applicable Subsidiary to sublease to Computer Sciences GS Delta or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that CSC Ultra shall have no obligation to perform any obligations of such Landlord under such Lease and Delta shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) CSC Ultra or its applicable Subsidiary shall use commercially reasonable efforts to enforce such Lease for the benefit of Computer Sciences GS Delta or its applicable Subsidiary, at Computer Sciences GSDelta’s or its applicable Subsidiary’s sole cost and expenseexpense (but in no event shall any member of the Ultra Group have an obligation to commence any Action against the relevant Landlord), (ii) CSC Ultra shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Computer Sciences GSDelta’s or its applicable Subsidiary’s rights thereunder; , and (iii) subject to Section 2.13 of this Agreement, CSC Ultra shall exercise such Lease rights as may be reasonably requested in writing by Computer Sciences GS Delta or its applicable Subsidiary from time to time, at Computer Sciences GSUltra’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Computer Sciences GS Delta against any Losses any CSC Ultra Indemnitee may suffer in connection therewith.

Appears in 3 contracts

Samples: Real Estate Matters Agreement (Perspecta Inc.), Real Estate Matters Agreement (DXC Technology Co), Real Estate Matters Agreement

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if CSC Delta does not reasonably expect to obtain such Lease Consent with respect to a Lease Requiring Consent, CSC Delta shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Computer Sciences GS Ultra or its applicable Subsidiary to Computer Sciences GS Ultra or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). CSC Delta shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, CSC Delta shall sublease or cause its applicable Subsidiary to sublease to Computer Sciences GS Ultra or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that CSC Delta shall have no obligation to perform any obligations of such Landlord under such Lease and Ultra shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) CSC Delta or its applicable Subsidiary shall use commercially reasonable efforts to enforce such Lease for the benefit of Computer Sciences GS Ultra or its applicable Subsidiary, at Computer Sciences GSUltra’s or its applicable Subsidiary’s sole cost and expenseexpense (but in no event shall any member of the Delta Group have an obligation to commence any Action against the relevant Landlord), (ii) CSC Delta shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Computer Sciences GSUltra’s or its applicable Subsidiary’s rights thereunder; , and (iii) subject to Section 2.13 of this Agreement, CSC Delta shall exercise such Lease rights as may be reasonably requested in writing by Computer Sciences GS Ultra or its applicable Subsidiary from time to time, at Computer Sciences GSDelta’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Computer Sciences GS Ultra against any Losses any CSC Delta Indemnitee may suffer in connection therewith.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Perspecta Inc.)

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if CSC does not reasonably expect to obtain such Lease Consent, CSC shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property utilized by Computer Sciences GS CSRA or its applicable Subsidiary to Computer Sciences GS CSRA or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). CSC shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, CSC shall sublease or cause its applicable Subsidiary to sublease to Computer Sciences GS CSRA or its applicable Subsidiary the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that CSC shall have no obligation to perform any obligations of such Landlord under such Lease. The sublease shall provide that (i) CSC shall use commercially reasonable efforts to enforce such Lease for the benefit of Computer Sciences GS CSRA or its applicable Subsidiary, at Computer Sciences GSCSRA’s or its applicable Subsidiary’s sole cost and expense, (ii) CSC shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Computer Sciences GSCSRA’s or its applicable Subsidiary’s rights thereunder; , and (iii) subject to Section 2.13 of this Agreement, CSC shall exercise such Lease rights as may be reasonably requested by Computer Sciences GS CSRA or its applicable Subsidiary from time to time, at Computer Sciences GSCSRA’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Computer Sciences GS CSRA against any Losses any CSC Indemnitee may suffer in connection therewith.

Appears in 1 contract

Samples: Real Estate Matters Agreement (CSRA Inc.)

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Alternative Sublease. If, at any time, time the relevant Lease Consent is expressly refused or if CSC does not reasonably expect refused, and provided HBI has otherwise discharged its obligations under Section 1.3 with regards to obtain obtaining such Lease Consent, CSC shall use commercially Xxxx Xxx may, in its reasonable efforts discretion, by written notice to HBI, elect to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property utilized by Computer Sciences GS HBI or its applicable Subsidiary to Computer Sciences GS HBI or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). CSC If Xxxx Xxx makes such an election, Xxxx Xxx shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, CSC Xxxx Xxx shall sublease or cause its applicable Subsidiary to sublease to Computer Sciences GS HBI or its applicable Subsidiary the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that CSC Xxxx Xxx shall have no obligation to perform any obligations of such Landlord under such Lease. The sublease shall provide that (i) CSC Xxxx Xxx shall use commercially reasonable best efforts to enforce such Lease for the benefit of Computer Sciences GS or its applicable SubsidiaryHBI, at Computer Sciences GS’s or its applicable SubsidiaryHBI’s sole cost and expense, (ii) CSC Xxxx Xxx shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Computer Sciences GS’s or its applicable SubsidiaryHBI’s rights thereunder; and (iii) subject to Section 2.13 1.13 of this Agreement, CSC Xxxx Xxx shall exercise such Lease rights as may be reasonably requested by Computer Sciences GS or its applicable Subsidiary HBI from time to time, at Computer Sciences GS’s or its applicable SubsidiaryHBI’s sole cost and expense and subject to indemnification from Computer Sciences GS HBI against any Losses any CSC Xxxx Xxx Indemnitee may suffer in connection therewith.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Hanesbrands Inc.)

Alternative Sublease. If, at any time, time the relevant Lease Consent is expressly refused or if CSC does not reasonably expect refused, and provided HBI has otherwise discharged its obligations under Section 1.3 and Section 1.14 with regards to obtain obtaining such Lease Consent, CSC shall use commercially Sxxx Xxx may, in its reasonable efforts discretion, by written notice to HBI, elect to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property utilized by Computer Sciences GS HBI or its applicable Subsidiary to Computer Sciences GS HBI or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). CSC If Sxxx Xxx makes such an election, Sxxx Xxx shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, CSC Sxxx Xxx shall sublease or cause its applicable Subsidiary to sublease to Computer Sciences GS HBI or its applicable Subsidiary the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that CSC Sxxx Xxx shall have no obligation to perform any obligations of such Landlord under such Lease. The sublease shall provide that (i) CSC Sxxx Xxx shall use commercially reasonable best efforts to enforce such Lease for the benefit of Computer Sciences GS or its applicable SubsidiaryHBI, at Computer Sciences GS’s or its applicable SubsidiaryHBI’s sole cost and expense, (ii) CSC Sxxx Xxx shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Computer Sciences GS’s or its applicable SubsidiaryHBI’s rights thereunder; and (iii) subject to Section 2.13 1.13 of this Agreement, CSC Sxxx Xxx shall exercise such Lease rights as may be reasonably requested by Computer Sciences GS or its applicable Subsidiary HBI from time to time, at Computer Sciences GS’s or its applicable SubsidiaryHBI’s sole cost and expense and subject to indemnification from Computer Sciences GS HBI against any Losses any CSC Sxxx Xxx Indemnitee may suffer in connection therewith.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Hanesbrands Inc.)

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