Compliance with Prime Lease. Sublessee shall neither do nor permit anything to be done which would cause the Prime Lease to be terminated or forfeited by reason of any right of termination or forfeiture reserved or vested in Prime Lessor under the Prime Lease; provided, however, that this provision shall not require Sublessee to act or refrain from acting where otherwise permitted in this Sublease. Sublessee shall defend, indemnify and hold Sublessor harmless from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys’ fees) of any kind whatsoever by reason of any breach or default by Sublessee of this Section 13. Sublessor (i) shall not enter into any modification or amendment to the Prime Lease which will prevent or materially adversely affect the use by Sublessee of the Subleased Premises in accordance with the terms of this Sublease, or increase the obligations of Sublessee or decrease its rights under this Sublease in any other way materially adversely affecting Sublessee; and (ii) shall duly and fully keep, observe and perform each and every term, covenant, provision and condition on Sublessors’s part to be kept, observed and performed pursuant to the Prime Lease and not expressly assumed by Subtenant pursuant to this Sublease. Sublessor shall neither do nor permit anything to be done which would cause the Prime Lease to be terminated or forfeited by reason of any right of termination or forfeiture reserved or vested in Prime Lessor under the Prime Lease; provided, however, that this provision shall not require Sublessor to act or refrain from acting where otherwise permitted in this Sublease. Sublessor shall defend, indemnify and hold Sublessee harmless from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys’ fees) of any kind whatsoever by reason of any breach or default by Sublessor of this Section 13. Sublessor agrees to forward to Sublessee, upon receipt thereof by Sublessor, a copy of each notice received by Sublessor in its capacity as Tenant under the Prime Lease affecting the Subleased Premises and/or Sublessee’s occupancy of the same.
Compliance with Prime Lease. Sublessee shall neither do nor permit anything to be done which would cause the Prime Lease to be terminated or forfeited by reason of any right of termination or forfeiture reserved or vested in Prime Lessor under the Prime Lease; provided, however, that this provision shall not require Sublessee to act or refrain from acting where otherwise permitted in this Sublease. Sublessee shall defend, indemnify and hold Sublessor harmless from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys’ fees) of any kind whatsoever by reason of any breach or default by Sublessee of this Section 13. Sublessor shall neither do nor permit anything to be done which would cause the Prime Lease to be terminated or forfeited by reason of any right of termination or forfeiture reserved or vested in Prime Lessor under the Prime Lease; provided, however, that this provision shall not require Sublessor to act or refrain from acting where otherwise permitted in this Sublease. Sublessor shall defend, indemnify and hold Sublessee harmless from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys’ fees) of any kind whatsoever by reason of any breach or default by Sublessor of this Section 13.
Compliance with Prime Lease. With the exception of the obligation to pay Base Rental pursuant to Section 8 of the Prime Lease and to pay Operating Expenses pursuant to Section 9 thereof, Sublessee hereby covenants and agrees to comply with and perform all obligations of Sublessor under the Prime Lease which relates to, or are properly allocated to, the Leased Premises, including, without limitation, all repair obligations, all insurance obligations, all obligations to pay utility charges and taxes, and all indemnification obligations of Sublessor thereunder, and any liability accruing from Sublessee's failure to pay same when due thereunder. Sublessee agrees that whenever the consent of Prime Lessor is required under the terms of the Prime Lease with respect to any action, Sublessee shall obtain the consent of Sublessor and of Prime Lessor prior to taking such action. Sublessee hereby covenants and agrees to promptly deliver to Sublessor copies of any and all notices or other correspondence received by Sublessee from Prime Lessor that might affect Sublessor in any manner and further agrees, notwithstanding
Compliance with Prime Lease. A. Licensee’s rights hereunder are subject and subordinate to the terms and conditions of the Prime Lease, a copy of which Prime Lease Licensee hereby acknowledges having previously received and reviewed.
B. In the event the Prime Lease requires that the Prime Landlord thereunder consent to the License, the License and this Agreement shall not become operative until and unless the Prime Landlord has given its written consent hereto. If such consent is required by the Prime Lease, (i) Licensor shall not be responsible for the Prime Landlord’s failure to consent; and (ii) should the Prime Landlord not consent to the License, each party shall be released from all obligations with respect hereto and neither party shall have any further rights in law or in equity with respect to the License, except as otherwise provided in the Purchase Agreement. Notwithstanding the foregoing, Licensor is responsible for getting any required consent and paying any associated fees under the Prime Lease in order for Licensee to provide the Services as of the Services Commencement Date.
C. Each party agrees that it shall not do or omit to do anything that would result in a breach, violation, or default under the Prime Lease, and each party agrees to indemnify and hold the other harmless from and against all claims, demands or liabilities resulting therefrom. [THE BALANCE OF THIS PAGE IS BLANK AND SIGNATURES ARE ON NEXT PAGE] MASTER SERVICES AGREEMENT SCHEDULE N – REAL ESTATE LICENSE
Compliance with Prime Lease. So long as this Sublease is in effect and Subtenant is not in default under tins Sublease beyond any cure period expressly provided in this Sublease, Sublandlord shall comply with its obligations under the Prime Lease, the failure of which would reasonably be likely to result in Prime Landlord bringing an action to terminate the Prime Lease.
Compliance with Prime Lease. (a) In addition to the other provisions of this Sublease which impose upon the Tenant the obligation to perform and comply with certain specified provisions contained in the Prime Lease, throughout the Term the Tenant covenants and agrees that it will perform, observe and comply with all of the terms, covenants and conditions to be performed, observed or complied with by the Tenant under the Prime Lease except for those provisions, if any, in the Prime Lease inherently incapable of being performed by Tenant.
(b) If Tenant shall fail to pay any installments of rent promptly on the day when the same shall become due and payable, or shall otherwise fail to comply with the Prime Lease, and the default continues for a period of 15 days after written notice is given by Landlord, then and in any event, and as often as any such event shall occur, Landlord may (a) declare the term ended, and enter into the Demised Premises, or any part of them, with process of law, and expel Tenant or any person occupying the same in or upon the Demised Premises, and so to repossess and enjoy the Demised Premises as in Landlord's former estate; and/or (b) relet the Demised Premises, applying the rent from the new tenant on this Sublease, and Tenant shall be responsible for no more than the balance that may be due, should a balance exist.
Compliance with Prime Lease. 27.4.1. Grantee hereby acknowledges that it has read the P Lease and agrees that in no event shall Grantor be deemed to have assumed the responsibilities of the Landlord under the Prime Lease (if any), nor shall Grantor be responsible for the compliance of the Landlord with the provisions of the Prime Lease.
27.4.2. Grantor and Grantee each covenants that it shall take no action or permit any act or omission under this Sublease which would constitute a default under, or cause a termination of, the Prime Lease; provided that (i) Grantor shall be entitled to terminate the Prime Lease in connection with the exercise of its rights subject to and in accordance with the terms of the Prime Lease, (ii) Landlord, in its capacity as landlord under the Prime Lease, shall be entitled to terminate the Prime Lease in connection with the exercise of its rights subject to and in accordance with the terms of the Prime Lease (so long as such right to terminate does not arise from an event of Grantee Gross Negligence or a Grantee Default hereunder), and
Compliance with Prime Lease. Except as expressly otherwise provided in this Sublease, Sublessee shall timely and fully comply with all of the provisions of the Prime Lease that are to be observed or performed during the Sublease Term by Sublessor, as tenant under the Prime Lease, with respect to the Subleased Premises (except for the Excluded Provisions listed below); provided, the amount of any Base Rent and any other amounts due hereunder to be paid by Sublessee shall be governed by the terms of this Sublease. Notwithstanding any other provision of this Sublease, Sublessee shall not, by any act or omission, cause Sublessor to be in violation of or in default under the Prime Lease, or do or permit, any act that is in violation of the Sublease or the Prime Lease (subject, in each instance, to the exclusion of the Excluded Provisions listed below).
Compliance with Prime Lease. Except for the obligation to pay base rent or operating expense escalations to Prime Landlord as provided in the Prime Lease, Tenant shall comply with all of the provisions of the Prime Lease that are to be observed or performed by Landlord as tenant thereunder with respect to the Subleased Premises (including, without limitation, Article 10 of the Prime Lease). Tenant shall not, by any act or omission, cause Landlord to be in violation of or in default under the Prime Lease.
Compliance with Prime Lease. If Sublessor shall be charged for additional rent or other sums pursuant to the provisions of the Prime Lease because of Sublessee's failure to comply with the terms and conditions of the Prime Lease, including, but not limited to failure to observe the covenan~s of Sections 5, 7, 9.2, 9.3 and 10 of the Prime Lease, Sublessee shall be liable to Sublessor for such additional rent or sums.
