BRRE Obligations Under Sublease. Subject to Section 7 hereof, during the Term, BRRE agrees to perform, fulfill, and observe all of the covenants, agreements, obligations, conditions, representations, warranties, terms and provisions imposed upon BRRE as subtenant under the Sublease and the Sublease Consent and applicable to the Subleased Premises. BRRE shall defend, indemnify and hold BRG MANAGER, its Permitted Designees, the REIT Entities and any of their officers, trustees, directors, partners, beneficiaries, joint venturers, members, and stockholders thereof (collectively, the “BRG MANAGER Indemnitees”) harmless from and against any and all claims, liabilities, losses, judgments, penalties, actions, suits, costs, expenses and damages of any kind whatsoever (collectively, “Claims”) which any BRG MANAGER Indemnitee may incur by reason of BRRE’s failure to perform, fulfill or observe any of the covenants or agreements set forth herein or the applicable provisions set forth in the Sublease or the Sublease Consent. Notwithstanding the foregoing or any other provision of this Agreement to the contrary, BRRE shall not modify, amend or otherwise change any provisions of the Sublease or the Sublease Consent without obtaining BRG MANAGER or, as applicable, its Permitted Designees, prior written consent, not be unreasonably withheld.
BRRE Obligations Under Sublease. Subject to Section 7 hereof, during the Term, BRRE agrees to perform, fulfill, and observe all of the covenants, agreements, obligations, conditions, representations, warranties, terms and provisions imposed upon BRRE as tenant under the Prime Lease and applicable to the Subleased Premises. BRRE shall defend, indemnify and hold BR OPERATOR, its Permitted Designees, the REIT Entities and any of their officers, trustees, directors, partners, beneficiaries, joint venturers, members, and stockholders thereof (collectively, the “BR OPERATOR Indemnitees”) harmless from and against any and all claims, liabilities, losses, judgments, penalties, actions, suits, costs, expenses and damages of any kind whatsoever (collectively, “Claims”) which any BR OPERATOR Indemnitee may incur by reason of BRRE’s failure to perform, fulfill or observe any of the covenants or agreements set forth herein or the applicable provisions set forth in the Prime Lease. Notwithstanding the foregoing or any other provision of this Agreement to the contrary, BRRE shall not modify, amend or otherwise change any provisions of the Prime Lease without obtaining BR OPERATOR or, as applicable, its Permitted Designees, prior written consent, not be unreasonably withheld.
