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Common use of Conditions of Limitation Clause in Contracts

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 8 contracts

Samples: Lease Agreement, Lease Agreement, Lease Agreement

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by LandlordXxxxxxxx, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 4 contracts

Samples: Lease Agreement, Lease Agreement, Lease Agreement

Conditions of Limitation. Section 21.1 This Lease and the term Term and estate hereby granted are subject to the Section 21.2 This Lease and the Term and estate hereby granted are subject to the further limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case whenever Tenant shall default in the payment of any fixed rent Taxes or additional rent or any other sum or charge payable hereunder by Tenant to Landlord Occupancy Charges on any date upon which the same becomes due,ought to be paid, and such default shall continue for ten (10) days after Landlord, or the Board of Managers (acting in Landlord’s name), shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed inaction, contrary to any of Tenant’s obligations hereunder (other than a default in the payment of the character referred to in subparagraph (e) of this Article 16Taxes or Occupancy Charges), and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord (or the Board of Managers acting in Landlord’s name) shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 thirty (30) days, if Tenant (i) shall notsuch longer period as may be required despite Tenant’s prompt, promptly upon the giving of such noticediligent and continuing efforts to cure, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof Term thereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)8, then in any of said cases set forth in the Sections 21.1 and 21.2 Landlord or the Board of Managers (acting in Landlord’s name) may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 ten (10) days from the date of the giving of such notice, and, in the event that such notice is givenof intention, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 ten (10) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseLease Expiration Date, but Tenant shall remain liable for all amounts due under this Lease to the date of such termination and for damages as provided in Article 18 hereof. If the term "22. Section 21.3 If, at any time Tenant", as used ’s interest in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "word “Tenant", as used in said subparagraphsthis Article 21, shall be deemed to include mean any one or more of the assignee and the assignor persons primarily or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability secondarily liable for Tenant’s obligations under this Lease, . Any moneys received by Landlord or the Board of Managers from or on behalf of Tenant during the pendency of any proceeding of the types referred to in which event Section 21.1 shall be deemed paid as compensation for the term "Tenant", as used in said paragraph, use and occupation of the Demised Premises and the acceptance of any such compensation by Landlord or the Board of Managers shall not include be deemed a waiver on the assignor so releasedpart of Landlord or the Board of Managers of any rights under this Article.

Appears in 3 contracts

Samples: Contract of Sale, Contract of Sale, Contract of Sale

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's ’s control cannot with due diligence be cured within said period of 10 days, if Tenant Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's Xxxxxx’s intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by LandlordXxxxxxxx, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an and whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 3 contracts

Samples: Store Lease, Commercial Lease, Commercial Lease

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) that whenever Tenant or any guarantor of Tenant’s obligations hereunder shall become insolvent or generally fail to pay, or admit in case writing its inability to pay, debts as they become due; or Tenant or any such guarantor shall apply for, consent to, or acquiesce in, the appointment of a trustee, receiver, sequestrator or other custodian for Tenant or such guarantor or any property of any thereof, or make an a general assignment of its property for the benefit of creditors creditors; or, in the absence of such application, consent or acquiescence, a trustee, receiver, sequestrator or other custodian shall file be appointed for Tenant or any such guarantor or for a voluntary petition substantial part of the property of any thereof and not be discharged within sixty (60) days; or any bankruptcy, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy dissolution, winding up or insolvency law liquidation proceeding, shall be filed against commenced in respect of Tenant and or any such involuntary petition is guarantor, and, if not dismissed within 60 commenced by Tenant or such guarantor, be consented to or acquiesced in by Tenant or such guarantor, shall result in the entry of an order for relief or shall remain for sixty (60) days after the filing thereof, (b) undismissed; or Tenant or any such guarantor shall take any corporate action to authorize, or in case a petition is filed by or against Tenant under the Reorganization provisions furtherance of, any of the United States Bankruptcy Act or under foregoing, then Landlord may at any time after receipt of notice of the provisions occurrence of any law such event, give Tenant a notice of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, intention to end the Term at the expiration of five (c5) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment,service of such notice of intention, and upon the expiration of said 5 day period this Lease and the term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment fail to pay any installment of any fixed basic annual rent or any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for five (5) business days after Landlord shall have given Tenant a written notice specifying such default, or (b) whenever Tenant shall do or permit anything to be done, whether by action or inaction, contrary to any of Tenant’s obligations hereunder (except as provided in clauses (a), (c), (d), (e) and (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (eSection 16.02) of this Article 16), and if such default situation shall continue and shall not be remedied by Tenant within 10 30 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days30 days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not (i) shall not, promptly upon the giving of such notice, within said30 day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such default, situation and (ii) shall not duly institute within said 30 day period, and thereafter diligently and continuously prosecute to completion completion, all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)11, or (hd) in case any other lease held by whenever Tenant from Landlord shall expire and terminate abandon the demised premises for a continuous period of at least ninety (whether or not the term thereof shall then have commenced90) days (unless as a result of a casualty) and shall fail to meet its other obligations hereunder within the time periods applicable thereto, or (e) whenever Tenant shall default in complying with the provisions of Section 6.02 with respect to the discharge of mechanic’s liens within the time period therein provided, or (f) intentionally omitted, or (g) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Article 5 hereof on the part of Tenant thereunder to be kept, observed or of performed and if such default shall continue and shall not be remedied by Tenant within 30 days after Landlord shall have given to Tenant a notice specifying the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)same, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing clauses (a), (b), (c), (d), (e), (f) and (hg) Landlord may give to Tenant a notice of this Article 16, said term shall be deemed intention to include all end the Term at the expiration of five (5) days from the date of the service of such persons or any one notice of them,; if any intention, and upon the expiration of the obligations of Tenant under said five (5) days this Lease is guaranteed, and the term "Tenant"and estate hereby granted, as used in said subparagraphswhether or not the Term shall theretofore have commenced, shall be deemed to include also terminate with the guarantor orsame effect as if that day were the Expiration Date, if there be more than one guarantor, all or any one of them; and if this Lease but Tenant shall have been assigned, the term "Tenant", remain liable for damages as used provided in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedArticle 18.

Appears in 2 contracts

Samples: Sublease Agreement (Scynexis Inc), Office Lease (Optimer Pharmaceuticals Inc)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) that whenever Tenant or any guarantor of Tenant's obligations hereunder shall become insolvent or generally fail to pay, or admit in case writing its inability to pay, debts as they become due; or Tenant or any such guarantor shall apply for, consent to, or acquiesce in, the appointment of a trustee, receiver, sequestrator or other custodian for Tenant or such guarantor or any property of any thereof, or make an a general assignment of its property for the benefit of creditors creditors; or, in the absence of such application, consent or acquiescence, a trustee, receiver, sequestrator or other custodian shall file be appointed for Tenant or any such guarantor or for a voluntary petition substantial part of the property of any thereof and not be discharged within 30 days; or any bankruptcy, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy dissolution, winding up or insolvency law liquidation proceeding, shall be filed against commenced in respect of Tenant and or any such involuntary petition is guarantor, and, if not dismissed within 60 commenced by Tenant or such guarantor, be consented to or acquiesced in by Tenant or such guarantor, shall result in the entry of an order for relief or shall remain for thirty (30) days after the filing thereof, (b) undismissed; or Tenant or any such guarantor shall take any corporate action to authorize, or in case a petition is filed by or against Tenant under the Reorganization provisions furtherance of, any of the United States Bankruptcy Act or under foregoing, then Landlord may at any time after receipt of notice of the provisions occurrence of any law such event, give Tenant a notice of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, intention to end the Term at the expiration of five (c5) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment,service of such notice of intention, and upon the expiration of said 5 day period this Lease and the term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment fail to pay any installment of Basic Annual Rent or any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for five (5) days after Landlord shall have given Tenant a notice specifying such default, or (b) whenever Tenant shall do or permit anything to be done, whether by action or inaction, contrary to any of Tenant's obligations hereunder (except as provided in clauses (a), (c), (d), (e) and (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (eSection 16.02) of this Article 16), and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen ( 15) days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, situation and (ii) shall not duly institute within said fifteen (15) day period, and thereafter diligently and continuously prosecute to completion completion, all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant shall desert vacate or abandon the premises or the same shall become vacant Demised Premises for a continuous period of at least thirty (whether the keys are surrendered or not an whether the rent be paid or not30) days (unless as a result of a casualty), or (he) whenever Tenant shall default in case complying with the provisions of Section 6.02 with respect to the discharge of mechanic's liens within the time period therein provided, or (f) whenever Tenant shall default in the due keeping, observing or performance of any other lease held covenant, agreement, provision or condition of Article 5 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant from within three (3) business days after Landlord shall expire and terminate (whether or not have given to Tenant a notice specifying the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)same, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing clauses (a), (b), (c), (d), (e) and (hf), Landlord may give to Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of this Article 16, said term shall be deemed to include all the service of such persons or any one notice of them,; if any intention, and upon the expiration of the obligations of Tenant under said five (5) days this Lease is guaranteed, and the term "Tenant"and estate hereby granted, as used in said subparagraphswhether or not the Term shall theretofore have commenced, shall be deemed to include also terminate with the guarantor orsame effect as if that day were the Expiration Date, if there be more than one guarantor, all or any one of them; and if this Lease but Tenant shall have been assigned, the term "Tenant", remain liable for damages as used provided in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedArticle 18.

Appears in 2 contracts

Samples: Office Lease (Exodus Communications Inc), Office Lease (Exodus Communications Inc)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law, this Lease, and the term Term and estate hereby granted granted, are subject to the limitation that: (a) in case , whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall consent to, or acquiesce in, the appointment of a liquidator receiver, trustee, or other custodian of itself or the whole or any part of its properties or assets, or shall commence a voluntary case for relief under the United States Bankruptcy Code or file a voluntary petition or take advantage of any bankruptcy or insolvency act or applicable law of like import, or whenever an involuntary case under the United States Bankruptcy Code shall be commenced against Tenant, or if a petition shall be filed against it seeking similar relief under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any other applicable law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition under the Arrangement provisions receiver, liquidator, trustee, or other custodian of Tenant, or of, or for, substantially all of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiverproperty of, trustee or liquidator Tenant shall be appointed for Tenant without Tenant’s consent or of or for the property of Tenantacquiescence, and such receiverthen, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which event continues for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 ninety (90) days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in upon the event that such notice is givenexpiration of said five (5) day period, this Lease and the term Term and estate hereby granted (granted, whether or not the term Term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the Expiration Date (unless such event shall cease before expiration of the term of this Lease5 day period), but Tenant shall remain liable for damages as provided in Article 18 hereof27. If the term "Tenant", as As used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteedSection 25.01, the term "Tenant", as used in said subparagraphs, shall be deemed to include also mean the guarantor or, if there be more than one guarantor, all or any one then owner and holder of them; the interest and if this Lease shall have been assigned, estate of the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability tenant under this Lease, in which event . 25.02 This Lease and the term "Tenant", as used in said paragraph, shall not include and estate granted are subject to the assignor so released.further limitation that:

Appears in 2 contracts

Samples: Lease Agreement (Blue Apron Holdings, Inc.), Lease Agreement (Blue Apron Holdings, Inc.)

Conditions of Limitation. 22.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant’s obligations under this Lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, or liquidator shall not have been discharged within 60 such guarantor, as the case may be, at any time after the event continues for ninety (90) days, or (b) in any other case at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this Lease at the expiration of five days from the date of his appointment,service of such notice of intention, and upon the expiration of said five-day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. 22.02. This Lease and the term and estate hereby granted are subject to the further limitations that in the event that any of the following (each, an “Event of Default”) shall occur: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder Additional Charges, and such default shall continue for ten (10) days after written notice thereof has been received by Tenant to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 twenty-five (25) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daystwenty-five (25) days (a “Long-Term Cure Default”), if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said twenty-five (25) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps reasonably necessary to remedy such defaultLong-Term Cure Default, (iiy) shall not duly institute commence within said 20-day period, and thereafter diligently prosecute to completion all steps reasonably necessary to remedy the same, or such Long-Term Cure Default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord, ; provided, however, that the foregoing extension of the cure period beyond twenty-five (g25) in case any event to cure a Long-Term Cure Default shall occur not apply if the continuance of such Long-Term Cure Default for the period required for cure would (A) subject Landlord or the lessor under the Unit Lease or any contingency shall arise whereby this Superior Mortgagee or Superior Lessor to prosecution for a crime, (B) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated or (C) result in the termination of the Unit Lease or the estate hereby granted any Superior Lease or the unexpired balance foreclosure of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), Superior Mortgage; or (hc) Tenant shall fail to maintain in case full force and effect any other lease held by Tenant from of the insurance policies that it is required to maintain pursuant to Article 9 which failure continues for more than ten (10) days after Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as given Tenant a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), notice specifying same; then in any of said cases Landlord Landlord, during the continuance of such default, may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. 22.03. If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assignedthereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this Lease by reason of any such proceeding, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the Tenant named herein or any subsequent assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability its interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this Lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in which event such lease provided, at the term "Tenant"same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as used are contained in said paragraphthis Lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this Lease not include been disaffirmed or rejected, would have become due after the assignor so releasedeffective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder.

Appears in 2 contracts

Samples: Operating Agreement (New York Times Co), Operating Agreement (New York Times Co)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) : in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) , in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) , in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) , in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) , in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) , in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) , in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) or in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 2 contracts

Samples: Lease Agreement, Lease Agreement

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for one hundred twenty (120) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for three (3) business days after Landlord shall have given Tenant a notice specifying such default; or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 10.02) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or 9; or (d) whenever Tenant shall desert or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) when Tenant shall be in case default in the observance or performance of its obligations under any other lease held by Tenant from Landlord shall expire and terminate in the Building; (whether or not the term thereof shall then have commencedf) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing Subsections (a), (b), (c), (d) and (h) e), Landlord may give to Tenant a notice of intention to end the term of this Article 16lease at the expiration of five (5) days from the date of the service of such notice of intention, and upon the expiration of said five (5) days this lease and the term and estate hereby granted, whether or not the term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphstheretofore have commenced, shall be deemed to include also terminate with the guarantor orsame effect as if that day were the Expiration Date, if there be more than one guarantor, all or any one of them; and if this Lease but Tenant shall have been assigned, the term "Tenant", remain liable for damages as used provided in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedArticle 27.

Appears in 2 contracts

Samples: Lease Agreement (Angion Biomedica Corp.), Lease (Angion Biomedica Corp.)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation thatthat whenever Tenant or any guarantor of Tenant's obligations hereunder shall be unable to pay its debts generally as they become due, or shall make an assignment of the property of Tenant or any guarantor of Tenant's obligations hereunder for the benefit of creditors, or shall consent to, or acquiesce in, the appointment of a liquidator, receiver, trustee, or other custodian of itself or the whole or any part of its properties or assets, or shall commence a voluntary case for relief under the United States Bankruptcy Code or file a petition or take advantage of any bankruptcy or insolvency act or applicable law of like import, or whenever an involuntary case under the United States Bankruptcy Code shall be commenced against Tenant or any guarantor of Tenant's obligations hereunder or if a petition shall be filed against it seeking similar relief under any bankruptcy or insolvency or other applicable law of like import, or whenever a receiver, liquidator, trustee, or other custodian of Tenant or any guarantor of Tenant's obligations hereunder or for substantially all of the property of Tenant shall be appointed without Tenant's consent or acquiescence, then, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant or any guarantor of Tenant's obligations hereunder, at any time after the event continues for thirty (30) days, Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the term and estate hereby granted are subject to further limitation as follows: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case whenever Tenant shall default in the payment of any fixed installment of Fixed Annual Rent or in the payment of any additional rent on any day that the same become due, and such default shall continue uncured for ten (10) days; provided, however, that if Tenant is delinquent in the payment of Fixed Annual Rent or additional rent or beyond the expiration of the foregoing grace period more than three (3) times in any other sum or charge payable hereunder by Tenant Lease Year, the grace period herein provided shall no longer apply and Landlord may immediately proceed to Landlord on any date upon which the same becomes due,exercise its rights and remedies herein provided; or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default shall continue and shall not be remedied by Tenant within 10 twenty (20) days (within ten (10) days, in the case of Tenant's failure to furnish any certificate of insurance required hereunder) after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control that cannot with due diligence be cured within said a period of 10 daystwenty (20) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said twenty (20) days period advise Landlord in writing of Tenant's intention duly to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said twenty (20) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,Landlord as is reasonably necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof wouldhereof, by operation of law or otherwise, would devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or 11; or (d) whenever Tenant shall desert or abandon the premises or Demised Premises, except in the same shall become vacant (whether the keys are surrendered or not case of an whether the rent be paid or not), assignment of sublease in accordance with Article 11; or (he) whenever Tenant shall default in case the due keeping, observing or performance of any other lease held covenant, agreement, provision or condition of this Lease which are not incorporated in (a) through (d) above, on the part of Tenant to be kept, observed or performed and such default shall continue and shall not be remedied by Tenant from within twenty (20) days after Landlord shall expire and terminate (whether or not have given to Tenant a notice specifying the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), same; then in any of said cases set forth in the foregoing subsections (a), (b), (c), (d) and (e), Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released18.

Appears in 2 contracts

Samples: Lease Agreement (1 800 Flowers Com Inc), Lease Agreement (1 800 Flowers Com Inc)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code (herein called the “Bankruptcy Code”) or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of TenantTenant shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant at any time after the event continues for one hundred eighty (180) days, or (b) in any other case at any time after such event continues for sixty (60) days after written notice thereof has been given by Landlord to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord, may give Tenant and any such receiver, trustee or liquidator shall not have been discharged within 60 Leasehold Mortgagee a notice of intention to end the Term at the expiration of ten (10) days from the date of his appointment,service of such notice of intention to Tenant and such Leasehold Mortgagee, and upon the expiration of said ten (10) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this lease, but Tenant shall remain liable for damages as provided in Article 24. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or Additional Charges and such failure continues for (i) in the case of Fixed Rent, three (3) Business Days after written notice thereof has been given to Tenant and any other sum or charge payable hereunder by Tenant Leasehold Mortgagee whose name and address has been delivered to Landlord on and (ii) in the case of Additional Charges, ten (10) Business Days after written notice of such continued failure has been given to Tenant and any date upon which the same becomes due,such Leasehold Mortgagee, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord a written notice specifying the same; provided, orthat, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period prior to the expiration of 10 dayssuch thirty (30) day period, if Tenant Tenant, or such Leasehold Mortgagee shall not (iA) shall not, promptly upon prior to the giving expiration of such notice, thirty (30) day period advise Landlord in writing of Tenant's its intention to duly institute take all steps reasonably necessary to remedy such default, (iiB) shall not duly institute commence prior to the expiration of such thirty (30) day period, and thereafter diligently prosecute to completion completion, all steps reasonably necessary to remedy the same, or default and (iiiC) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereofor Article 43 and such event or contingency shall not be rescinded without adverse consequences, cost or whenever Tenant shall desert or abandon the premises or the same shall become vacant liability to Landlord within thirty (whether the keys are surrendered or not an whether the rent be paid or not), or (h30) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of days after the occurrence of an such event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)contingency, then in any of said cases Landlord may give to Tenant and any such Leasehold Mortgagee a notice of intention to end the term of this Lease Term at the expiration of 3 days ten (10) Business Days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said ten (10) Business Days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 hereof24. All notices given to Tenant and any such Leasehold Mortgagee under this Section 22.02 shall contain a statement in at least 12-point bold type and capital letters stating “THIS IS A DEFAULT NOTICE” as a condition to the effectiveness thereof. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term "Tenant", as used by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 7 (or if this Lease, refers to more than one person, then, as used in subparagraphs (alease shall be assumed by a trustee), the trustee or assignee shall cure any default under this lease and shall provide adequate assurance of future performance by the trustee or assignee including (b), (c), (di) of the source of payment of rent and performance of other obligations under this lease and (hii) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the Bankruptcy Code, then this Article 16, said term lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to include retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (1) the name and address of such person, (2) all of the terms and conditions of such persons or any one of them,; if any of offer, and (3) the obligations of Tenant adequate assurance to be provided Landlord to assure such person’s future performance under this Lease is guaranteedlease, including, without limitation, the term "Tenant", assurances referred to in Title 11 U.S.C. Section 365(b)(3) (as used in said subparagraphsthe same may be amended), shall be deemed given to include also Landlord by the guarantor ortrustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this lease upon the same terms and conditions and for the same consideration, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant"any, as used in said subparagraphsthe bona fide offer made by such person, shall less any brokerage commissions which may be deemed payable out of the consideration to include be paid by such person for the assignee and the assignor or either assignment of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedlease.

Appears in 2 contracts

Samples: Lease (Citigroup Inc), Lease Agreement (Citigroup Inc)

Conditions of Limitation. 15.1. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for if the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or Rent and any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes duesuch default shall continue for ten (10) days after notice, (b) if the Tenant shall default in observing any provision of Sections 3.1, 3.2, 3.3 or of subsections (e) (other than the provisions relating to Labor Harmony and labor disputes) or (f) in case of Section 6.1 or of Section 6.2 and such default shall continue and shall not be remedied by the Tenant within five (5) business days after notice, (c) if the Tenant shall default in the due keeping, observing or performance of any covenantprovision of subsection (e) of Section 6.1 pertaining to Labor Harmony and labor disputes, agreement, term, provision or condition and if the same shall continue and not be remedied by the Tenant within two (2) business days after a notice, (d) if the Tenant shall default in observing the provisions of Section 13.2 of this Lease on and if such default shall continue and not be remedied by the part Tenant within ten (10) business days after notice, (e) if the Tenant shall default in observing any provision of Tenant to be kept, observed or performed this Lease (other than a default of the character referred to in subparagraph subsections (ea), (b) and (c) of this Article 16Section 15.1), and if such default shall continue and shall not be remedied by the Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of if such a default which cannot for causes beyond the Tenant's control cannot control, with due diligence be cured within said period of 10 thirty (30) days, if the Tenant (i) shall not, promptly upon the giving of such notice, advise give the Landlord in writing notice of the Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by the Landlord, (gf) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the full term hereof of this Lease would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than the Tenant (except as expressly permitted under Article 7 hereof, or whenever Tenant Seven) and such event is not cured (with the result that this Lease and the term and estate hereby granted shall desert or abandon again be vested solely in the premises or the same shall become vacant Tenant) within thirty (whether the keys are surrendered or not an whether the rent be paid or not)30) days after notice, or (hg) when and to the extent permitted by law, if a petition in case bankruptcy shall be filed by or against the Tenant and the same is not stayed or vacated within sixty (60) days (or if stayed but not ultimately vacated after lifting of such stay), or if the Tenant shall make a general assignment for the benefit of its creditors, or the Tenant shall receive the benefit of any other lease held by Tenant from Landlord shall expire and terminate (whether insolvency or not the term thereof shall then have commenced) as reorganization act, or if a result receiver or trustee is appointed for any portion of the default of Tenant thereunder Tenant's property and such appointment is not vacated within sixty (60) days, or of if an execution or attachment shall be issued under which the occurrence of an event as therein provided (Premises shall be taken or occupied by anyone other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Tenant, then in any of said cases the Landlord may give to the Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such noticeLease, and, in the event that if such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days from the date the notice is deemed given with the same effect as if that day the last of said three (3) days were the date hereinbefore set for originally specified as the expiration of the full term of this Lease, but the Tenant shall remain liable for damages as provided in Article 18 hereofthis Lease or pursuant to law. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphssubsections (a) to (g), inclusive, of this Section 15.1, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless the Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraphsubsections, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Cd Radio Inc)

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days from the date of his appointment, (e) in case Tenant shall default in the payment of , then Landlord, at any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)any such event, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof27. 25.02. If This Lease is subject to the term "further limitations that: (a) if Tenant shall default in the payment of any Rent, and such default shall continue for five (5) days after notice or (b) if Tenant shall, whether by action or inaction, be in default of any of its obligations under this Lease (other than a default in the payment of Rent) and such default shall continue and not be remedied within fifteen (15) days after Landlord shall have given to Tenant a notice specifying the same, or, in the case of a default which cannot with due diligence be cured within a period of fifteen (15) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor to prosecution for a crime (as more particularly described in the last sentence of Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) within said fifteen (15) day period advise Landlord of Tenant"'s intention to take all steps necessary to remedy such default, (ii) duly commence within said fifteen (15) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the default, and (iii) complete such remedy within a reasonable time after the date of said notice by Landlord, or (c) if any event shall occur or any contingency shall arise whereby this Lease would, by operation of law or otherwise, devolve upon or pass to any person, firm or corporation other than Tenant, except as used expressly permitted by Article 11, or (d) if Tenant shall abandon the Demised Premises, then, in any of said cases, Landlord may give to Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of the service of such notice of intention, and upon the expiration of said five (5) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, refers to more than one person, then, but Tenant shall remain liable for damages as used provided in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease (G Iii Apparel Group LTD /De/)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its all or substantially all of the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues unstayed for one hundred twenty (120) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) business days after Landlord shall have given Tenant a notice specifying such default; or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 10.02) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or 9; or (d) whenever Tenant shall desert or abandon the premises or Demised Premises (unless as a result of a casualty) unless Tenant provides, at its sole cost and expense, reasonable security measures to prevent unauthorized access to the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)Demised Premises, or (he) when Tenant shall be in case default in the observance or performance of its obligations under any other lease held by Tenant from Landlord shall expire and terminate (whether or not in the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Building, then in any of said cases set forth in the foregoing Subsections (a), (b), (c) (d) and (e), Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease (Promotions Com Inc)

Conditions of Limitation. 16.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of such notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 19. 16.02 This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent annual rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said fifteen (15) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof13, or or (d) whenever Tenant shall desert vacate or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), or (f) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Article 5 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within 24 hours after Landlord shall have given to Tenant a notice specifying the same, or (g) whenever a default of the kind set forth in Subsection 16.02(a), (b), (c) or (f) hereof shall occur and if either (i) Tenant shall cure, after notice, such default within any applicable grace period or (ii) Landlord shall, in its sole discretion, permit Tenant to cure such default after the applicable grace period has expired, and if a similar default shall occur more than once within the next three hundred sixty-five (365) days, whether or not such similar default or defaults is or are cured within the applicable grace period, then in any of said cases set forth in the foregoing Subsections (a), (b), (c), (d), (e), (f) and (g) Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) business days from the date of the giving service of such notice, and, in notice of intention and upon the event that such notice is given, expiration of said five (15) business days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released19.

Appears in 1 contract

Samples: Lease Agreement (Dipexium Pharmaceuticals, Inc.)

Conditions of Limitation. This Lease and the term and estate hereby granted are is subject to the limitation thatthat each of the following shall constitute an event of default: (a) in case if Tenant shall make an assignment default in the payment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof,minimum monthly rent; or (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due,, and such default shall continue for fifteen (15) days; or (fc) if Tenant makes any assignment for the benefit of creditors, or if Tenant files a petition under any bankruptcy or insolvency law; or if such a petition is filed against Tenant and is not dismissed within thirty (30) days; or if a receiver or similar officer becomes entitled to Tenant's leasehold hereunder and it is not returned to Tenant within thirty (30) days; or if such leasehold is taken on execution or other process of law in case any action against Tenant; or if Tenant shall default in desert or abandon the due keepingdemised premises or the same shall become, observing or performance shall appear to have become, vacant; or any event shall occur or any contingency shall arise whereby this Lease, or the term and estate hereby created, or possession of the demised premises would (by operation of law or otherwise) devolve upon or pass to any person, firm, corporation or entity other than Tenant; or (d) if Tenant shall do anything or permit anything to be done, whether by action or inaction, contrary to any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed ([other than a default of the character referred to in subparagraph subparagraphs (ea), (b) of this Article 16)or (c) above], and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default situation which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 thirty (30) days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would; then, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of upon the occurrence of an event as therein provided (other than by expiration any of the fixed term thereof or pursuant to a cancellation or termination option therein contained)foregoing events of default, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Ventures National Inc)

Conditions of Limitation. Section 12.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 ninety (90) days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within 60 ninety (90) days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for all or substantially all of the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 ninety (90) days from the date of his appointment, (ed) in case Tenant shall default in the payment of any fixed rent Fixed Rent or any recurring (on a monthly basis at the time of such default) additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, and such default shall continue for five (5) business days’ after Landlord shall have given to Tenant a written notice specifying such default; or in case Tenant shall default in the payment of any non-recurring additional rent payable by Tenant to Landlord hereunder on any date upon which the same becomes due, and such default shall continue for ten (10) business days’ after Landlord shall have given to Tenant a written notice specifying such default, (fe) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease Section 3.01 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within five (5) business days after Landlord shall have given to Tenant a written notice specifying the same, or (f) in case Tenant shall default in the due keeping, observing or performance of any of Tenant’s obligations hereunder (other than a default of the character referred to in subparagraph clauses (d) or (e) of this Article 16Section 12.01), and if such default shall continue and shall not be remedied by Tenant within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's ’s control (which shall not include insufficiency of funds) cannot with due diligence be cured within said period of 10 twenty (20) days, if Tenant Tenant: (i) shall not, promptly upon not within such twenty (20) day period after the giving of such notice, advise Landlord in writing of Tenant's ’s intention to duly institute take all steps necessary to remedy such default, default with due diligence; (ii) shall not not, within such twenty (20) day period duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or ; and (iii) shall not remedy the same within a such additional reasonable time after the date expiration of the giving of said notice by Landlordsuch twenty (20) day period, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof wouldhas, by operation of law or otherwise, devolve upon, devolved upon or pass to, passed to any person, firm, association association, corporation, person or corporation entity other than Tenant except as expressly permitted under Article 7 25 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)then, or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases cases, Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with five (5) day period shall become the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereofthis Lease. If Except as otherwise provided herein, the term "Tenant", as used specified conditions of limitation in this Lease, refers Article 12 are not intended to more than one person, then, as used be exclusive of Landlord’s remedies at law or in subparagraphs (a), (b), (c), (d) equity and (h) of this Article 16, said term shall be deemed to include all of such persons Landlord may invoke any additional remedies and/or rights which it may have at law or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedequity. Section 12.02 Intentionally deleted.

Appears in 1 contract

Samples: Lease (MongoDB, Inc.)

Conditions of Limitation. This 41.01 Supplementing the provisions of Article 16 hereof, if this Lease is not terminated under Article 16 and the term and estate hereby granted are subject is assigned to any person or entity pursuant to the limitation that: provisions of the Bankruptcy Code, 11 U.S.C. ss. 101 et seq. or any statute of similar nature and purpose (a) "Bankruptcy Code"), all monies or other considerations payable or otherwise to be delivered in case connection with such assignment shall be paid or delivered to Landlord, shall be and remain the exclusive property of Landlord and shall not constitute property of Tenant or of the estate of Tenant within the meaning of the Bankruptcy Code. Any and all monies or other considerations constituting Landlord's property under the preceding sentence not paid or delivered to Landlord shall make an assignment of its property be held in trust for the benefit of creditors Landlord and be promptly paid to or shall file a voluntary petition under turned over to Landlord. Any monies received by Landlord or on behalf of Tenant during the pendency of any proceeding in bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant deemed paid as compensation for the use and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions occupation of the United States Bankruptcy Act or under Demised Premises and the provisions acceptance of any law such compensation by Landlord shall not be deemed an acceptance of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file rent or a petition under waiver on the Arrangement provisions part of the United States Bankruptcy Act or under the provisions Landlord of any law rights under this Lease. Notwithstanding anything contained in this Lease to the contrary, all amounts payable by Tenant to or on behalf of like import, (d) in case a permanent receiverLandlord under this Lease, trustee whether or liquidator shall be appointed for Tenant or of or for the property of Tenantnot expressly denominated fixed annual rent, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on charges under this Lease, shall constitute rent for the purposes of Section 502(b)(7) of the Bankruptcy Code. 41.02 If, at any date upon which the same becomes due, time, (fa) in case Tenant shall default in the due keeping, observing comprise two (2) or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the samemore persons, or (iiib) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the 's obligations of Tenant under this Lease is guaranteedshall have been guaranteed by any person other than Tenant, the term "or (c) Tenant", as used 's interest in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term word "Tenant", as used in said subparagraphsArticle 41.01, shall be deemed to include mean any one or more of the assignee and the assignor persons primarily or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability secondarily liable for Tenant's obligations under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Cross Media Marketing Corp)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: If an Event of Default occurs, Landlord may serve a written three (a3) in case Tenant shall make an assignment day notice of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition termination of this Lease on the part of Tenant to be keptupon Tenant, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16)and, and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givensaid three (3) day period, this Lease and the term Term and estate hereby granted (whether or not the term all rights of Tenant under this Lease shall theretofore have commenced) shall end, expire and terminate upon as fully and completely as if the expiration of said 3 days with the same effect as if that three (3) day period were the date hereinbefore set for forth herein as the expiration of Expiration Date and Tenant immediately shall quit and surrender the term of this LeasePremises, but Tenant shall remain liable as hereinafter provided. If the notice provided for damages in this Section 17.2 shall have been given and the Term shall expire as provided aforesaid, then Landlord may, without notice, re-enter the Premises either by force or otherwise (but only if permitted under Legal Requirements) and dispossess Tenant and recover possession of the Premises by summary proceedings and in such manner as set forth in Article 18 hereofand the legal representative of Tenant or other occupant of the Premises and remove their effects and hold the Premises as if this Lease had not been made, and Tenant hereby waives the service of notice of intention to re-enter or to institute legal proceedings to that end. If Anything contained herein to the term "Tenant"contrary notwithstanding, as used (a) if such termination shall be stayed by order of any court having jurisdiction over any proceeding described in this LeaseSection 17.1(c), refers to more than one personor by federal or state statute, then, as used in subparagraphs (a)following the expiration of any such stay, (b)) if the trustee appointed in any such proceeding, (c), (d) and (h) of this Article 16, said term Tenant or Tenant as debtor-in-possession shall be deemed fail to include all of such persons or any one of them,; if any of the assume Tenant’s obligations of Tenant under this Lease is guaranteedwithin the period prescribed therefor by law or within one hundred twenty (120) days after entry of the order for relief or as may be allowed by the court, or (c) if said trustee, Tenant or Tenant as debtor-in-possession shall fail to provide adequate protection of Landlord’s right, title and interest in and to the term "Premises or adequate assurance of the complete and continuous future performance of Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability ’s obligations under this Lease, in which event Landlord, to the term "extent permitted by law or by leave of the court having jurisdiction over such proceeding, may serve a written three (3) day notice of the termination of this Lease upon Tenant", Tenant as used in debtor-in-possession or said paragraphtrustee and upon the expiration of said three (3) day period this Lease shall cease and expire as set forth above and Tenant, Tenant as debtor-in-possession or said trustee shall not include immediately quit and surrender the assignor so releasedPremises as aforesaid.

Appears in 1 contract

Samples: Lease Agreement (Moodys Corp /De/)

Conditions of Limitation. 25.01 This Lease and the term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law of like importtrustee, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee receiver or liquidator shall be appointed for of Tenant or of all or for any substantial part of its properties, or whenever a permanent or temporary receiver of Tenant or of, or for, the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date service of his appointment,such notice of intention, and upon the expiration of said five (5) day period Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided as in Article 27. 25.02 This Lease and the Term and estate hereby granted and subject to the further limitation that, (ea) in case whenever Tenant shall default in the payment of any fixed rent installment of Fixed Rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord rent, on any date day upon which the same becomes due, shall be due and payable and such default shall continue for ten (f10) in case days after the giving of notice thereof by Landlord, or (b) whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such thirty (30) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or (iiic) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), 18; then in any such event covered by subsections a, b or c of said cases this Section 25.2 at any time thereafter, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days this Lease and the Term and the estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Focal Communications Corp)

Conditions of Limitation. This Lease and the term and estate ------------------------ hereby granted are subject to the limitation thatthat if prior to or during the term of this Lease: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy bank- ruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed or proceedings for dismissal are not instituted within 60 sixty (60) days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorgani- zation provisions of the United States Bankruptcy Act or under the provisions pro- visions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed dismissed, or which proceedings for its dismissal are instituted within 60 sixty (60) days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions arrangement pro- visions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator liquidate shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 sixty (60) days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, and such default shall continue for ten (10) days after Landlord shall have given to Tenant a written notice specifying such default, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16)performed, and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 thirty (30) days, if Tenant (i1) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii2) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii3) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 11 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of by Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)thereunder, then then, in any of said cases cases, Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 five (5) days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 21 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (hg) of this Article 1619, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", ," as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", ," as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection con- nection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", ," as used in said paragraphsubparagraphs, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease (Medicore Inc)

Conditions of Limitation. (a) This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever an Event of Default shall make an assignment occur, regardless of its property for and notwithstanding the benefit of creditors fact that Landlord has or shall file a voluntary petition may have some other remedy under any bankruptcy this Lease or insolvency lawby virtue hereof, or an involuntary petition under any bankruptcy in law or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (bin equity, Landlord may, subject to Section 14.1(b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like importhereof, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given give to Tenant a written notice specifying the sameTermination Notice and, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenTermination Notice, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days day so specified in the Termination Notice as fully and completely and with the same force and effect as if that the day so specified were the date hereinbefore set for the expiration Scheduled Expiration Date and all rights of the term of Tenant under this LeaseLease shall expire and terminate, but Tenant shall remain liable for damages as hereinafter provided. From and after the date upon which Landlord shall be entitled to give a Termination Notice, Landlord, without further notice, may re-enter, possess and repossess itself of the Demised Premises as set forth in Section 23.2 hereof. (b) The parties hereto acknowledge and agree that the occurrence of a Default hereunder shall cause irreparable harm to Landlord and to the 00xx Xxxxxx Project. In recognition of such harm to Landlord and the 00xx Xxxxxx Project, and in consideration for Landlord’s election to invoke such remedy, Landlord may elect, in Landlord’s sole discretion, to forego (but only until, with respect to each such Default, receipt by Tenant of the notice described in Section 14.1(b)(iii) hereof) the remedies set forth in Sections 14.1(a) and 14.3(a) hereof, and in lieu thereof to elect that the following payments be made by Tenant: (i) In respect of any Default pursuant to Section 14.2(a) hereof, Tenant shall pay to Landlord a sum in the amount of $1,000 per day (Adjusted for Inflation upon the Substantial Completion Date and on every fifth annual anniversary thereof), which amount shall be reduced to Tenant’s Percentage Allocation of such amount in the event that the Default in question arose solely in respect of the Common Elements and Landlord has invoked Section 14.1(b) under each Severance Sublease against each tenant of the Severance Subleases as a remedy therefor, from Tenant’s receipt of a First Default Notice until the date such Default is remedied; and (ii) In respect of any Default pursuant to Sections 14.2(b), 14.2(c) and 14.2(d) hereof, Tenant shall pay to Landlord a sum in the amount of $2,000 per day (Adjusted for Inflation upon the Substantial Completion Date and on every fifth annual anniversary thereof), which amount shall be reduced to Tenant’s Percentage Allocation of such amount in the event that the Default in question arose solely in respect of the Common Elements and Landlord has invoked Section 14.1(b) under each Severance Sublease against each tenant of the Severance Subleases as a remedy therefor, from Tenant’s receipt of a First Default Notice until the date such Default is remedied; provided, however, that for so long as Tenant shall not have received First Default Notices regarding any two (2) or more Defaults (it being understood that, if a Default is later determined not to have occurred, such Default shall not qualify as one of the two (2) or more Defaults under this provision) within the preceding twelve (12) month period (A) the amounts described in this Section 14.1(b)(ii) shall not begin to accrue against Tenant unless and until the grace period provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (aSection 14.2(b), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Sublease Agreement (New York Times Co)

Conditions of Limitation. Section 12.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 sixty (60) days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within 60 sixty (60) days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 sixty (60) days from the date of his appointment, (ed) in case Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, and such default shall continue for five (5) business days’ after Landlord shall have given to Tenant a written notice specifying such default, (fe) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease Article 3 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within seventy-two (72) hours after Landlord shall have given to Tenant a written notice specifying the same, (f) in case Tenant shall default in the due keeping, observing or performance of any of Tenant’s obligations hereunder (other than a default of the character referred to in subparagraph clauses (d) or (e) of this Article 16Section 12.01), and if such default shall continue and shall not be remedied by Tenant within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's ’s control (which shall not include insufficiency of funds) cannot with due diligence be cured within said period of 10 twenty (20) days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's ’s intention to duly institute take all steps necessary to remedy such defaultdefault with due diligence, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association association, corporation, person or corporation entity other than Tenant except as expressly permitted under Article 7 25 hereof, or whenever Tenant shall desert or abandon the premises Premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not), or (h) in case Tenant shall default in the payment of any Fixed Rent or additional rent or any other lease held by Tenant from Landlord charge payable hereunder or in the performance of any other of Tenant’s obligations hereunder more than twice, in the aggregate, in any period of twelve (12) months, notwithstanding that such defaults shall expire and terminate (whether or not have been cured within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)applicable cure period, then then, in any of said cases cases, Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with three (3) day period shall become the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in this Lease or pursuant to law. The specified conditions of limitation in this Article 18 hereof12 are not intended to be exclusive and Landlord may invoke any additional remedies and/or rights which it may have at law or in equity, including, without limitation, the right to bring a “chronic non-payment” action. If the term "Tenant", as used in this Lease, refers to more than one person, then, then as used in subparagraphs clauses (a), (b), (c), (d) and (hc) of this Article 16Section 12.01, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphsclauses, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and and, if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphsclauses, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraphclauses, shall not include the assignor so released. Section 12.02 In the event that Tenant is in default in the payment of any Fixed Rent or additional rent and Landlord elects to commence a non-payment summary proceeding pursuant to Article 7 of the New York Real Property Actions and Proceeding Law (“RPAPL”) instead of giving Tenant a default notice pursuant to Section 12.01(d) of this Lease, then Landlord need only give Tenant the three-day notice required by Section 711 of the RPAPL in the manner required by Article 7 of the RPAPL (i.e., Landlord need not give Tenant the longer notice period provided by Section 12.01(d) of this Lease nor shall Landlord be required to give any such three-day notice in accordance with Article 11 of this Lease or to the persons or entities (other than Tenant) that may be set forth in Article 11 of this Lease or of which Tenant may have given notice pursuant to Article 11).

Appears in 1 contract

Samples: Lease (Crown Media Holdings Inc)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant’s obligations under this lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, or liquidator shall not have been discharged within 60 such guarantor, as the case may be, at any time after the event continues for sixty (60) days, or (b) in any other case at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this lease at the expiration of five days from the date of his appointment,service of such notice of intention, and upon the expiration of said five-day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Additional Charges, and such default shall continue for ten (10) Business Days after Landlord shall have given to Tenant to Landlord on any date upon which the same becomes due,a notice thereof, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Superior Mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, (iii) subject the Building or Land, or any part thereof, to any lien or encumbrance, or (iv) result in the termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps necessary to remedy such default, (iiy) shall not duly institute commence within said 30-day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever or (d) if Tenant shall desert or abandon the premises Premises (and the fact that any of Tenant’s Property remains in the Premises shall not be evidence that Tenant has not vacated or abandoned the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notPremises), or (he) in case if there shall be any default by Tenant under any other lease held by Tenant from in the Building with Landlord (or any person which, directly or indirectly, controls, is controlled by, or is under common control with, Landlord), which shall expire and terminate (whether or not be remedied within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein applicable grace period, if any, provided (therefor under such other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term "Tenant"by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 7 hereof (or if this lease shall be assumed by a trustee), as used in the trustee or assignee shall cure any default under this Lease, refers to more than one person, then, as used in subparagraphs lease and shall provide adequate assurance of future performance by the trustee or assignee including (a)) of the source of payment of rent and performance of other obligations under this lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, without interest, for the balance of the term as security for the full and faithful performance of all of the obligations under this lease on the part of Tenant yet to be performed) and that any such assignee of this lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (b)) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within 60 days after there has been an order for relief under the Bankruptcy Code, (c), (d) and (h) of then this Article 16, said term lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to include all retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such persons or any one consideration reasonably designed by the assignee as paid for the purchase of them,; if any of Tenant’s Property in the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphsPremises, shall be deemed and become the sole exclusive property of Landlord and shall be paid over to include also Landlord directly by such assignee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the guarantor orsame (pursuant to Title 11 U.S.C. Section 365, if there as the same may be more than one guarantoramended) to any person, all including, without limitation, any individual, partnership or any one of them; and if this Lease corporate entity, who shall have been assignedmade a bona fide offer to accept an assignment of this lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (x) the name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person’s future performance under this lease, including, without limitation, the term "Tenant", assurances referred to in Title 11 U.S.C. Section 365(b)(3) (as used in said subparagraphsthe same may be amended), shall be deemed given to include Landlord by the assignee trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and the assignor or either of them under any approval to enter into such assignment unless and assumption, and Landlord shallshall thereupon have the prior right and option, in connection with to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, release to accept an assignment of this lease upon the assignor from any further liability under this Leasesame terms and conditions and for the same consideration, in which event the term "Tenant"if any, as used in said paragraphthe bona fide offer made by such person, shall not include less any brokerage commissions which may be payable out of the assignor so releasedconsideration to be paid by such person for the assignment of this lease.

Appears in 1 contract

Samples: Lease Agreement (Arch Capital Group LTD)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable Legal Requirements, this Sublease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its all or substantially all of the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keepingbe appointed, observing or performance of any covenantthen, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultLandlord, (iia) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable at any time after the date receipt of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an any such event, or (b) if such event as therein provided occurs without the acquiescence of Tenant, at any time after the event continues unstayed for ninety (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)90) days, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) day period this Lease Sublease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If 27. 25.02 This Sublease and the term "and estate hereby granted are subject to the further limitation that: (a) if there is a failure to pay when due any Base Rent, any Recurring Additional Rent or any Additional Rent payable pursuant to Article 16 hereof, and (i) the payment in question is not paid in full within five (5) Business Days after Tenant is given a notice specifying such default (such notice being a “First Default Notice”), and (ii) the payment in question is not paid in full within five (5) Business Days after Tenant is given a second (2nd) notice after the expiration of the first five (5) Business Day period, specifying such default (such notice being a “Second Default Notice”), it being understood and agreed that if two (2) First Default Notices are given within a twelve (12) month period and within twelve (12) months after the giving of the first (1st) of such First Default Notices there are one (1) or more failures to pay when due any Base Rent, any Recurring Additional Rent or any Additional Rent payable pursuant to Article 16 hereof, a Second Default Notice shall not be required to be given to Tenant in respect of such failures and clause (ii) above shall not be applicable to such failures. The Second Default Notice shall contain substantially the following statement in bold and CAPITAL letters: “THIS IS A SECOND NOTICE UNDER SECTION 25.02(a) OF THE SUBLEASE THAT TENANT IS IN DEFAULT FOR FAILURE TO PAY BASE RENT, RECURRING ADDITIONAL RENT OR ADDITIONAL RENT UNDER THE SUBLEASE. TENANT HAS FIVE BUSINESS DAYS TO PAY THE OVERDUE RENT”; or (b) if there is a failure to pay when due any Additional Rent (other than the Additional Rent described in subsection (a) above) or other payment payable by Tenant pursuant to any provision of this Sublease (other than the Additional Rent described in subsection (a) above), and the payment in question is not paid in full within ten (10) Business Days after Tenant is given a notice specifying such default. Such notice shall contain substantially the following statement in bold and CAPITAL letters: “THIS IS A NOTICE OF DEFAULT FOR FAILURE TO PAY ADDITIONAL RENT PURSUANT TO SECTION 25.02 OF THE SUBLEASE. TENANT HAS TEN BUSINESS DAYS TO PAY THE OVERDUE ADDITIONAL RENT”; or (c) if there is a failure to observe, perform or comply with any term, covenant or condition contained in Section 13.06 or Article 33 of this Sublease on Tenant"’s part to observe, as used perform or comply with, whether by action or inaction, and such default continues and is not cured by Tenant within ten (10) Business Days after Tenant is given a notice specifying such default; or (d) if there is a failure to observe, perform or comply with any term, covenant or condition contained in Article 19 of this Sublease on Tenant’s part to observe, perform or comply with, whether by action or inaction, and such default continues and is not cured by Tenant within five (5) Business Days after Tenant is given a notice specifying such default; or (e) if (i) Tenant fails to provide or keep in force the insurance required by this Sublease, at the times and for the durations specified in this LeaseSublease, refers or (ii) an Insurance Cancellation Notice is given to more Landlord (whether or not the effective date of the cancellation or modification referred to in such Insurance Cancellation Notice of the insurance coverage that Tenant is obligated to provide and keep in full force and effect has occurred), and Landlord has not received binding certificates evidencing such insurance, all in the form and substance required by this Sublease, together with evidence of payment for such policies, within fifteen (15) days after notice is given to Tenant of such failure; or (f) if any event shall occur or any contingency shall arise whereby this Sublease or the estate hereby granted or the unexpired balance of the Term would, by operation of law or otherwise, devolve upon or pass to any person other than one personTenant, thenexcept as expressly permitted by Article 9, as used and the estate created hereby is not unconditionally and irrevocably re-acquired within thirty (30) days after Tenant is given notice thereof; or (g) if the Premises shall become vacant (and Tenant, at its sole cost and expense, fails to secure and protect the portions of the Premises so vacated during such vacating), deserted or abandoned and Tenant fails to cure such condition within thirty (30) days after Tenant is given notice by Landlord; or (h) (i) if there is a failure to observe, perform or comply with any term, covenant or condition contained in subparagraphs this Sublease on Tenant’s part to observe, perform or comply with (other than those terms, covenants and conditions contained in the provisions of this Sublease set forth in subsections (a), (b), (c), (d) and (e) above, and excluding those events described in subsections (f) and (g) above), whether by action or inaction, and such default continues and is not cured in full by Tenant within thirty (30) days after Tenant is given a written notice specifying such default, or (ii) in the case of a default which cannot with due diligence be cured within a period of thirty (30) days, where the continuance of such default for more than thirty (30) days will not (A) subject Landlord to the risk of civil or criminal liability or default under, or termination of, any superior lease or default under, or foreclosure of, any superior mortgage, (B) subject the Real Property or any part thereof to being condemned or vacated, or (C) subject the Real Property or any part thereof to any lien or encumbrance or subject the certificate of occupancy for the Building to suspension or revocation, if Tenant shall not, (x) within thirty (30) days after Tenant is given a notice specifying such default, give Landlord notice of Tenant’s intention to duly institute all steps necessary to cure such default (which notice shall include a reasonably detailed description of such steps), (y) duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion, the cure of such default, and/or (z) complete such cure within such time after the date of the giving of such notice to Tenant as should have been necessary to complete such cure had Tenant so duly instituted such steps and thereafter diligently prosecuted to completion such cure, using commercially reasonable efforts; or (i) if there is a default under any term, covenant or condition of the Existing Superior Lease, or Existing Lessor claims a default thereunder, which is solely or primarily due to the actions, or failures to act when required to do so, of Tenant or any Tenant Party, and such default is not cured after the expiration of any applicable cure period set forth in the Existing Superior Lease, Tenant agreeing that if Existing Lessor shall notify Landlord or Tenant, Landlord shall notify Tenant, that any action or failure to act of Tenant constitutes a default under the Existing Superior Lease, Tenant shall cure such default within the time frames set forth within, and otherwise pursuant to the terms of, the Existing Superior Lease), then in any of said cases set forth in the foregoing subsections (a), (b), (c) (d), (e), (f), (g), (h) and (i), each of which is an Event of Default, or upon the occurrence of any other Event of Default, Landlord may give to Tenant a notice of intention to end the Term, and on the tenth (10th) day after the date on which Landlord gives such notice to Tenant, this Article 16Sublease and the term and estate hereby granted, said whether or not the term shall theretofore have commenced, shall terminate with the same effect as if such tenth (10th) day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. The foregoing notwithstanding, all notice periods set forth in Sections 25.02(a) through (i) above shall be deemed reduced (but not increased), to include the extent necessary so as to make such periods at least one (1) day shorter with respect to monetary defaults, or eight (8) days shorter with respect to all other defaults, than the corresponding notice periods provided for under the Existing Superior Lease to the extent such Event of such persons or any one Default by Tenant hereunder shall constitute an Event of them,; if any Default under the Existing Superior Lease. Landlord shall provide to Tenant, promptly after receipt of the obligations of Tenant under this Lease is guaranteedsame, any default notice received by Landlord from the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedExisting Superior Lessor.

Appears in 1 contract

Samples: Sublease (Jetblue Airways Corp)

Conditions of Limitation. 24.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file imports or whenever a petition shall be filed by Tenant under the Arrangement provisions of the United States Bankruptcy Act or under the arrangement provisions of any law of like import, (d) in case , whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then Landlord, (a) at any time of receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case Whenever Tenant shall default in the payment of installment of fixed rent, or in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on Landlord, or any date day upon which the same becomes dueought to be paid, and such default shall continue for ten (10) days after written notice thereof in the case of fixed rent, Tenant's monthly Projected Share of Increases in Taxes and Operating Expenses, and Tenant's monthly electric charge and twenty (20) days in any other case; or, (fb) in case Whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days, thirty (30) days and the continuance of which for the period required for cure will not subject Landlord to risk of criminal liability or foreclosure of any superior mortgage if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, situation; (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or ; (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary; or (gc) in case Whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), 8; or (hd) in case any other lease held by Whenever Tenant from Landlord shall expire abandon the Demised Premises and terminate not pay rent (whether or not the term thereof shall then have commenced) unless as a result of the a casualty); (e) Whenever Tenant shall be deemed in default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Other Lease; then, then and in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenforegoing cases, this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced, shall, if the Landlord so elects, terminate upon ten (10) days written notice by Landlord to Tenant of Landlord's election to terminate the Lease and the term hereof shall expire and terminate upon come end on the expiration of said 3 days date fixed in such notice, with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for the rent and additional rent which subsequently accrues and for damages as provided in Article 18 hereof26. 24.03. If the term "Tenant", as used In addition to any other rights of Tenant set forth in this Lease, refers to more than one personin the event Landlord is in default of its obligations hereof, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term Tenant shall be deemed to include all give Landlord a written notice of such persons or any one of them,; if any default and thirty (30) days within which to cure same, unless the nature of the obligations default precludes cure within thirty (30) days in which case Landlord shall commence such cure within thirty (30) days and use its reasonable diligence to complete the cure of such default. If, Landlord fails to cure such default, Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assignedthe right to pay such reasonable sums to cure such default and demand payment by Landlord thereof, or otherwise seek such relief as Tenant is entitled at law or in equity. Under no circumstances shall Tenant have the term "Tenant"right to reduce its obligations to pay fixed or additional rent, as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under otherwise set off any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedsums against fixed or additional rent pending a judicial order permitting same or a judgment rendered against Landlord.

Appears in 1 contract

Samples: Lease Agreement (Pxre Group LTD)

Conditions of Limitation. This Sections 15(b), (c), (d) and (e) of the Lease are hereby deleted in their entirety and replaced with the term and estate hereby granted are subject to the limitation thatfollowing: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) if the Tenant shall default in case a petition is filed observing any provision of Article Three or of subsection (e) or (f) of Section 6.1. and such default shall continue and shall not be remedied by or against the Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 five (5) business days after its filingnotice, (c) in case Tenant shall file a petition under if the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of observing any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph subsection (ea) or (b) of this Article 16Section), and if such default shall continue and shall not be remedied by the Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of if such a default which cannot for causes beyond the Tenant's control cannot control, with due diligence be cured within said period of 10 thirty (30) days, if the Tenant (i) shall not, promptly upon the giving of such notice, advise give the Landlord in writing notice of the Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by the Landlord, (gd) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the full term hereof of this Lease would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than the Tenant (except as expressly permitted under Article 7 hereofSeven), or whenever if the Tenant shall desert or abandon the premises Premises or the same shall become vacant (whether or not the keys are be surrendered or not an whether the rent be paid or not)is paid) for a period of sixty (60) consecutive days, or (he) when and to the extent permitted by law, if a petition in case bankruptcy shall be filed by or against the Tenant, or if the Tenant shall make a general assignment for the benefit of its creditors, or the Tenant shall receive the benefit of any other lease held by Tenant from Landlord shall expire and terminate (whether insolvency or not the term thereof shall then have commenced) as reorganization act, or if a result receiver or trustee is appointed for any portion of the default of Tenant thereunder Tenant's property and such appointment is not vacated within ninety (90) days, or of if an execution or attachment shall be issued under which the occurrence of an event as therein provided (Premises shall be taken or occupied by anyone other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease (G Iii Apparel Group LTD /De/)

Conditions of Limitation. This 25.01 To the extent permitted by applicable law this Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its all or substantially all of the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues unstayed for ninety (90) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This Lease and the term and estate hereby granted are subject to the further limitation that: (a) if there is a failure to pay when due any rent, additional rent or other payment payable by Tenant pursuant to any provision of this Lease, and the payment in question is not paid in full on the due date, then any such failure shall be deemed to be a default without the requirement of any notice from Landlord pursuant to this subsection (a); or (b) if there is a failure to observe, perform or comply with any term, covenant or condition contained in Article 6, Section 13.03 or Article 33 of this Lease on Tenant's part to observe, perform or comply with, whether by action or inaction, and such default continues and is not cured in full by Tenant within five (5) days after Tenant is given a notice specifying such default; or (c) if there is a failure to observe, perform or comply with any term, covenant or condition contained in Article 19 of this Lease on Tenant's part to observe, perform or comply with, whether by action or inaction, and such default continues and is not cured in full by Tenant within two (2) business days after Tenant is given a notice specifying such default; or (d) if (i) Tenant fails to provide or keep in force the insurance required by this Lease, at the times and for the durations specified in this Lease, or (ii) an Insurance Cancellation Notice is given to Landlord or, and Landlord has not received either duplicate originals of the policies of insurance required by this Lease or binding certificates evidencing such insurance, all in the form and substance required by this Lease, together with evidence of payment for such policies, within five (5) days after notice is given to Tenant of such failure or of the giving of the Insurance Cancellation Notice, as the case may be; (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever 9; or (f) if Tenant shall desert vacate or abandon the premises or Demised Premises (unless as a result of a casualty) and Tenant shall fail to provide reasonable security measures to prevent unauthorized entry into the same shall become vacant Demised Premises; or (whether the keys are surrendered or not an whether the rent be paid or not), g) Intentionally deleted; or (h) if there is a failure to observe, perform or comply with any term, covenant or condition contained in this Lease on Tenant's part to observe, perform or comply with (other than those terms, covenants and conditions contained in the provisions of this Lease set forth in subsections (a), (b), (c) and (d) above, and other than those events described in subsections (e) and (f)), whether by action or inaction, and such default continues and is not cured in full by Tenant within fifteen (15) days after Tenant is given a notice specifying such default, or (ii) in the case of a default which cannot with due diligence and using best efforts be cured within a period of fifteen (15) days, where the continuance of such default for more than fifteen (15) days will not (A) subject Landlord to the risk of civil or criminal liability or default under, or termination of, any superior lease or default under, or foreclosure of, any superior mortgage, (B) subject the Building or the Land, or any parts thereof, to being condemned or vacated, or (C) subject the Building or the Land, or any parts thereof, to any lien or encumbrance or subject the certificate of occupancy for the Building to suspension or revocation or threatened suspension or revocation, if Tenant shall not, (x) within fifteen (15) days after Tenant is given a notice specifying such default, give Landlord notice of Tenant's intention to duly institute all steps necessary to cure such default (which notice shall include a reasonably detailed description of such steps), (y) duly institute within said fifteen (15) day period, and thereafter diligently prosecute to completion, using Tenant's best efforts, all steps necessary to cure such default, or (z) complete such cure within such time after the date of the giving of such notice to Tenant as should have been necessary to complete such cure had Tenant so duly instituted such steps and thereafter diligently prosecuted to completion such cure using its best efforts; or (i) if there is a default under any term, covenant or condition on Tenant's part to observe, perform or comply with under any other lease held or occupancy agreement in the Building to which Tenant is a party (either directly or by Tenant from Landlord shall expire assignment), and terminate (whether or such default is not cured in full after the term thereof shall then have commenced) as a result giving of any required notice and after the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)any applicable cure period, then in any of said cases set forth in the foregoing subsections (a), (b), (c), (d), (e), (f), (g), (h), and (i), Landlord may give to Tenant a notice of intention to end the term of this Lease at Lease, and on the expiration of 3 days from fifth (5th) day after the date of the giving of such notice, and, in the event that on which Landlord gives such notice is givento Tenant, this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that such fifth (5th) day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease (Boomerang Systems, Inc.)

Conditions of Limitation. This Lease and the term and estate hereby granted are is subject to the limitation thatthat each of the following shall constitute an event of default: (a) in case if Tenant shall make an assignment default in the payment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof,minimum monthly rent; or (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due,, and such default shall continue for fifteen (15) days; or (fc) if Tenant makes any assignment for the benefit of creditors, or if Tenant files a petition under any bankruptcy or insolvency law; or if such a petition is filed against Tenant and is not dismissed within thirty (30) days; or if a receiver or similar officer becomes entitled to Tenant's leasehold hereunder and it is not returned to Tenant within thirty (30) days; or if such leasehold is taken on execution or other process of law in case any action against Tenant; or if Tenant shall default in desert or abandon the due keepingdemised premises or the same shall become, observing or performance shall appear to have become, vacant; or any event shall occur or any contingency shall arise whereby this Lease, or the term and estate hereby created, or possession of the demised premises would (by operation of law or otherwise) devolve upon or pass to any person, firm, corporation or entity other than Tenant; or ---------------------------------------------------------------------------------------------------------------------- (d) if Tenant shall do anything or permit anything to be done, whether by action or inaction, contrary to any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed ([other than a default of the character referred to in subparagraph subparagraphs (ea), (b) of this Article 16)or (c) above], and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default situation which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 thirty (30) days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the he same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would; then, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of upon the occurrence of an event as therein provided (other than by expiration any of the fixed term thereof or pursuant to a cancellation or termination option therein contained)foregoing events of default, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Ventures National Inc)

Conditions of Limitation. SECTION 14.01. This Lease and the term Term and estate hereby granted are subject to the limitation limitations that:, if, (a) Tenant shall file a voluntary petition in case Tenant bankruptcy or insolvency, or shall be adjudicated a bankrupt or insolvent or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, or shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under seek or consent to or acquiesce in the appointment of any bankruptcy trustee, receiver or insolvency law, liquidator or an involuntary petition under Tenant or of all or any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof,part of Tenant's Property; or (b) in case a petition is filed by Within sixty (60) days after the commencement of any such proceeding against Tenant, such proceeding shall not have been dismissed, or within sixty (60) days after the appointment of any trustee, receiver or liquidator of Tenant or of all or any part of Tenant's Property, without the consent or acquiescence of Tenant, such appointment shall not have been vacated or otherwise discharged, or any execution or attachment shall be issued against Tenant under or any of Tenant's Property pursuant to which the Reorganization provisions of the United States Bankruptcy Act Premises shall be taken or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions occupied or attempted to be one filed against Tenant which is dismissed within 60 days after its filing,taken or occupied; or (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment when due of any fixed rent installment of Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due,Additional Rent and such default shall continue for a period of ten (10) days after written notice; or (fd) in case Tenant shall default in the due keeping, observing observance or performance of any covenant, agreement, term, provision covenant or condition of this Lease on the Tenant's part of Tenant to be kept, observed or performed (other than a default the covenants for the payment of the character referred to in subparagraph (e) of this Article 16Fixed Rent or Additional Rent), and Tenant shall fail to remedy such default within twenty (20) days after notice by Landlord to Tenant of such default, or if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case is of such a default which for causes beyond Tenant's control nature that it cannot with due diligence be cured completely remedied within said period of 10 twenty (20) days, if Tenant (i) shall notnot promptly, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention duly to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly promptly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or and (iii) subject only to Unavoidable Delays, shall not remedy the same within a reasonable time sixty (60) days after the date of the giving of said notice by Landlord,; or (ge) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof Term would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as is expressly permitted under Article 7 hereof, 7; --------- or whenever (f) Tenant shall desert default in the observance or abandon the premises performance of any term, convenant or the same shall become vacant (whether the keys are surrendered condition on Tenant's part to be observed or not an whether the rent be paid or not), or (h) in case performed under any other lease held with Landlord or any affiliate of Landlord of space in the Building, the Greenwich Office Park or any other property owned by Tenant from Landlord or any affiliate of Landlord, and such default shall expire and terminate (whether or not continue beyond any grace period set forth in such other lease for the term thereof shall then have commenced) as a result remedying of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)such default; then, then in any of said cases events, Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 ten (10) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term Term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 ten (10) days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages to Landlord, as provided in Article 18 hereof15. If ---------- SECTION 14.02. In the term "Tenant"event Tenant becomes the subject debtor in a case pending under the Bankruptcy Code (11 U.S.C. Section 101 et. seq.), as used Landlord's right to terminate this Lease shall be subject to the rights of the Trustee in bankruptcy to assume or assign this Lease. To the extent permitted or allowed by law, the Trustee shall not have the right to assume or assign this Lease, refers until the Trustee (i) promptly cures all defaults under the Lease, (ii) promptly compensates Landlord for monetary damages incurred as a result of such default, and (iii) provides "ADEQUATE ASSURANCE OF FUTURE PERFORMANCE", which shall mean, in addition to more than one personany other requirements of 11 U.S.C. Section 365(b)(3), then, as used in subparagraphs that all of the following have been satisfied: (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed in addition to include all of such persons or any one of them,; if any of rent payable under the obligations of Tenant under this Lease is guaranteedLease, the term "Tenant", as used in said subparagraphs, shall be deemed Trustee has established with Landlord a security deposit equal to include also the guarantor or, if there be more than one guarantor, all or any one of themthree (3) months Fixed Rent; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.(

Appears in 1 contract

Samples: Lease (Franchise Mortgage Acceptance Co)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or rent, additional rent or any other sum or charge payable hereunder by Tenant to Landlord percentage rent (if any) on any date upon which the same becomes due, or shall default in furnishing to the Landlord any statement required to be furnished by the Tenant to the Landlord for use as a basis in computing any percentage rent payable hereunder, and any such default shall continue for 10 days after the Landlord shall have given to the Tenant a notice specifying such default, (fb) in case the Tenant shall default in the due keeping, observing observance or performance of any covenant, agreement, term, provision or condition of Article Third or of subparagraph (e) or (f) of Article Sixth hereof on the part of the Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by the Tenant within three days after the Landlord shall have given to the Tenant a notice specifying the same, (c) in case the Tenant shall default in the due keeping, observance or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (ea) or,(b) of this Article 16Article), and if such default shall continue and shall not be remedied by the Tenant within 10 30 days after the Landlord shall have given to the Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond the Tenant's control cannot with due diligence be cured within said period of 10 30 days, if the Tenant (i) shall not, promptly upon the giving of such notice, advise give the Landlord in writing notice of the Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by the Landlord, (gd) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the full term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than the Tenant except as expressly permitted under Article 7 Seventh hereof, or whenever the Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not), or (he) in case any other lease held by the Tenant from the Landlord shall expire and or terminate (whether or not the term thereof shall then have commenced) as a result of the default of the Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed full term thereof or pursuant to a cancellation or termination option therein containedcontained or pursuant to provisions similar to those contained in the first sentence of Article Tenth hereof), then in any of said cases the Landlord may give to the Tenant a notice of intention to end the term of this Lease at the expiration of 3 5 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 5 days with the same effect as if that day the last of said 5 days were the date hereinbefore set for the expiration of the full term of this Lease, but the Tenant shall remain liable for damages as provided in Article 18 hereofthis Lease or pursuant to law. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphssubparagraphs (a) to (e), inclusive, of this Article, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless the Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraphsubparagraphs, shall not include the assignor so released.

Appears in 1 contract

Samples: Sublease (Abacus Direct Corp)

Conditions of Limitation. 20.01 This Lease and the term Term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law of like importtrustee, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee receiver or liquidator shall be appointed for of Tenant or of all or for any substantial part of its properties, or whenever a permanent or temporary receiver of Tenant or of, or for, the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for 45 days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date service of his appointment,such notice of intention, and upon the expiration of said five (5) day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided as in Article 22. 20.02 This Lease and the Term and estate hereby granted are subject to the further limitation that, (ea) in case whenever Tenant shall default in the payment of any fixed rent installment of Base Rent, or additional rent or in the payment of any other sum or charge payable hereunder by Tenant to Landlord Additional Rent, on any date day upon which the same becomes due, shall be due and payable, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (inaction, contrary to any of Tenant's obligations hereunder, other than a default the payment of the character referred to in subparagraph (e) of this Article 16)rent, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such fifteen (15) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or or, (iiic) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof13, or (d) whenever Tenant shall desert or abandon the premises Demised Premises, or a substantial portion of the same Demised Premises shall become remain vacant for a period of ten (whether the keys are surrendered or not an whether the rent be paid or not), or (h10) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) consecutive days unless such vacancy arises as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), casualty; then in any such event covered by subsections a, b, c or d of said cases this Section 20.02 at any time thereafter, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released22.

Appears in 1 contract

Samples: Sublease (Radiation Therapy Services Inc)

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days of his appointment then Landlord, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 27. 25.02. This Lease is subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Rent, and such default shall continue for ten (10) days after written notice or additional rent invoice, or any other sum (b) if Tenant shall, whether by action or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eRent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daystwenty (20) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor or prosecution for a crime (as more particularly described in the last sentence of Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said twenty (20) day period advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such default, (ii) shall not duly institute commence within said twenty (20) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord, , or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or whenever (d) if Tenant shall desert vacate or abandon the premises or Demised Premises, which shall not be remedied within the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)applicable grace period, or (h) in case any if any, provided therefor under such other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Childrens Place Retail Stores Inc)

Conditions of Limitation. 20.01 This Lease and the term Term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or other present or future applicable federal, state or other statute or lav;, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law of like importtrustee, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee receiver or liquidator shall be appointed for of Tenant or of all or for any substantial part of its properties, or whenever a permanent or temporary receiver of Tenant or of, or for, the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for 45 days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date service of his appointment,such notice of intention, and upon the expiration of said five (5) day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided as in Article 22. 20.02 This Lease and the Term and estate hereby granted are subject to the further limitation that, (ea) in case whenever Tenant shall default in the payment of any fixed rent installment of Base Rent, or additional rent or in the payment of any other sum or charge payable hereunder by Tenant to Landlord Additional Rent, on any date day upon which the same becomes due, shall be due and payable, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (inaction, contrary to any of Tenant’s obligations hereunder, other than a default the payment of the character referred to in subparagraph (e) of this Article 16)rent, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such fifteen (15) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or or, (iiic) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof13, or (d) whenever Tenant shall desert or abandon the premises Demised Premises, or a substantial portion of the same Demised Premises shall become remain vacant for a period of ten (whether the keys are surrendered or not an whether the rent be paid or not), or (h10) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) consecutive days unless such vacancy arises as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), casualty; then in any such event covered by subsections a, b, c or d of said cases this Section 20.02 at any time thereafter, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released22.

Appears in 1 contract

Samples: Sublease (Radiation Therapy Services Holdings, Inc.)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code (herein called the “Bankruptcy Code”) or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of TenantTenant shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant at any time after the event continues for one hundred eighty (180) days, or (b) in any other case at any time after such event continues for sixty (60) days after written notice thereof has been given by Landlord to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord, may give Tenant and any such receiver, trustee or liquidator shall not have been discharged within 60 Leasehold Mortgagee a notice of intention to end the term of this lease at the expiration of ten (10) days from the date of his appointment,service of such notice of intention to Tenant and such Leasehold Mortgagee, and upon the expiration of said ten (10) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this lease, but Tenant shall remain liable for damages as provided in Article 24. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or Additional Charges and such failure continues for (i) thirty (30) days after written notice thereof has been given to Tenant and any other sum or charge payable hereunder by Tenant Leasehold Mortgagee whose name and address has been delivered to Landlord on and (ii) an additional thirty (30) days after written notice of such continued failure has been given to Tenant and any date upon which the same becomes due,such Leasehold Mortgagee, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph Fixed Rent or Additional Charges) and (ei) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord a written notice specifying the same, and (ii) such default shall thereafter continue and not be remedied within an additional thirty (30) days after Landlord shall have given to Tenant and any such Leasehold Mortgagee an additional written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period prior to the expiration of 10 dayssuch additional thirty (30) day period, if Tenant Tenant, or such Leasehold Mortgagee shall not (iA) shall not, promptly upon prior to the giving expiration of such notice, additional thirty (30) day period advise Landlord in writing of Tenant's its intention to duly institute take all steps reasonably necessary to remedy such default, (iiB) shall not duly institute commence prior to the expiration of such additional thirty (30) day period, and thereafter diligently prosecute to completion completion, all steps reasonably necessary to remedy the same, or default and (iiiC) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by (or additional notice, as the case may be) of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereofor Article 43 and (i) such event or contingency shall not be rescinded without adverse consequences, cost or whenever liability to Landlord within thirty (30) days after written notice thereof has been given by Landlord to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord and (ii) such event or contingency shall desert thereafter continue not to be rescinded without adverse consequences, cost or abandon the premises or the same shall become vacant liability to Landlord within thirty (whether the keys are surrendered or not an whether the rent be paid or not), or (h30) in case days after a second written notice thereof has been given by Landlord to Tenant and any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)such Leasehold Mortgagee, then in any of said cases Landlord may give to Tenant and any such Leasehold Mortgagee a notice of intention to end the term of this Lease lease at the expiration of 3 ten (10) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said ten (10) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 hereof24. All notices given to Tenant and any such Leasehold Mortgagee under this Section 22.02 shall contain a statement in at least 12-point bold type and capital letters stating “THIS IS A DEFAULT NOTICE” as a condition to the effectiveness thereof. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term "Tenant", as used by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 7 (or if this Lease, refers to more than one person, then, as used in subparagraphs (alease shall be assumed by a trustee), the trustee or assignee shall cure any default under this lease and shall provide adequate assurance of future performance by the trustee or assignee including (b), (c), (di) of the source of payment of rent and performance of other obligations under this lease and (hii) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the Bankruptcy Code, then this Article 16, said term lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to include retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (1) the name and address of such person, (2) all of the terms and conditions of such persons or any one of them,; if any of offer, and (3) the obligations of Tenant adequate assurance to be provided Landlord to assure such person’s future performance under this Lease is guaranteedlease, including, without limitation, the term "Tenant", assurances referred to in Title 11 U.S.C. Section 365(b)(3) (as used in said subparagraphsthe same may be amended), shall be deemed given to include also Landlord by the guarantor ortrustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this lease upon the same terms and conditions and for the same consideration, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant"any, as used in said subparagraphsthe bona fide offer made by such person, shall less any brokerage commissions which may be deemed payable out of the consideration to include be paid by such person for the assignee and the assignor or either assignment of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedlease.

Appears in 1 contract

Samples: Lease Agreement (Citigroup Inc)

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 thirty (30) days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged within 60 days from the date of his appointment, duties within thirty (e30) in case Tenant shall default in the payment days of his appointment then Landlord, at any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)any such event, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof27. 25.02. If This Lease is subject to the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs further limitations that: (a)) if Tenant shall default in the payment of any Rent, and such default shall continue for five (5) days after notice or (b)) if Tenant shall, (c)whether by action or inaction, (d) and (h) be in default of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the its obligations of Tenant under this Lease is guaranteed(other than a default in the payment of Rent) and such default shall continue and not be remedied within fifteen (15) days after Landlord shall have given to Tenant a notice specifying the same, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there in the case of a default which cannot with due diligence be more than one guarantor, all cured within a period of fifteen (15) days and the continuance of which for the period required for cure will not subject Landlord or any one Superior Lessor for prosecution for a crime (as more particularly described in the last sentence of them; Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) within said fifteen (15) day period advise Landlord of Tenant's intention to take all steps necessary to remedy such default, (ii) duly commence within said fifteen (15) day period, and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.thereafter

Appears in 1 contract

Samples: Lease Agreement (Styrochem International LTD)

Conditions of Limitation. 24.01. This Lease and the term Term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant as the case may be, shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the Term of this Lease at the expiration of thirty (30) days from the date of his appointment,service of such notice of intention, and upon the expiration of said thirty (30) day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the Term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any fixed rent installment of Fixed Rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date Landlord, for more than ten (10) days after the first day upon which the same becomes due, respective item of Fixed Rent, additional rent or other change, is due under this Lease; (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same; provided, orhowever, in that if the case nature of the default is such that more than thirty (30) days are reasonably required for its cure, then it shall not be deemed to be a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant commences such cure within such thirty (i30) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute day period and thereafter diligently prosecute prosecutes such cure to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, period not to exceed ninety (g90) in case days; (c) whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant except as expressly permitted under Article 7 hereof, or Tenant; (d) whenever Tenant shall desert vacate or abandon the premises or the same shall become vacant Premises (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) unless as a result of a casualty); or (e) whenever Tenant shall default in the default due observance and/or performance of any covenant, agreement, provision or condition of Article 2 hereof on the part of Tenant thereunder to be kept, observed or of performed and if such default shall continue and shall not be remedied by Tenant within three (3) business days after Landlord shall have given to Tenant a notice specifying the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)same, then then, in any of said cases set forth in the foregoing Subsections, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 three (3) business days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedherein.

Appears in 1 contract

Samples: Lease (Bitdeer Technologies Group)

Conditions of Limitation. This Lease and the term Term and estate hereby granted are subject to the limitation thatthat if prior to or during the Term of this Lease: (a) in case A. Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 ninety (90) days after the filing thereof, (b) in case a B. A petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States State Bankruptcy Act or under the provisions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within 60 ninety (90) days after its filing, (c) in case C. Tenant shall file a petition under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a D. A permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall have not have been discharged within 60 ninety (90) days from the date of his appointment, (e) in case E. Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge Base Rent payable hereunder by Tenant to Landlord on any date upon which the same becomes due, and such default shall continue for ten (10) days, (f) in case F. Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16)performed, and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 thirty (30) days, if Tenant (i1) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii2) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii3) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any G. Any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 II hereof, or whenever Tenant shall desert or abandon the premises Premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not). Then, or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases the aforesaid cases, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted five (whether or not the term shall theretofore have commenced5) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term Term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 21 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a)A, (b)B, (c)C, (d) D and (h) G of this Article 1619, said term Term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", ," as used in said subparagraphsparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", ," as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", ," as used in said paragraphsubparagraphs, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Fundtech LTD)

Conditions of Limitation. This Section 17.01 To the extent permitted by applicable law this Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, provided that any such case is not dismissed, discharged or denied within one hundred twenty (120) days of the filing thereof, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 at any time after the event continues for ninety (90) days Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. Section 17.02 This Lease and the Term and estate hereby granted are subject to the limitations that: (ea) in case if Tenant shall default in the payment when due of any fixed rent installment of Fixed Rent or additional rent or in the payment when due of any other sum or charge payable hereunder Additional Rent, and such default shall continue for a period of 5 business days after notice by Landlord to Tenant to Landlord on any date upon which the same becomes due,of such default; or (fb) in case if Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition term of this Lease on the Tenant's part of Tenant to be kept, observed or performed (other than a the payment of Fixed Rent and Additional Rent) and Tenant shall fail to remedy such default within 30 days after notice by Landlord to Tenant of the character referred to in subparagraph (e) of this Article 16)such default, and or if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case is of such a default which for causes beyond Tenant's control nature that it cannot with due diligence be cured completely remedied within said period of 10 days, 30 days if Tenant shall not (ix) shall not, promptly upon the giving by Landlord of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (iiy) shall not duly promptly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord,; and in any event prior to such time as would either (i) subject Landlord, Landlord's agents, the Superior Lessor, the Superior Mortgagee or the Fee Mortgagee to prosecution for a crime or (ii) cause a default under the Superior Lease or the Superior Mortgage; or (gc) if any financial statement or other financial information furnished by Tenant or Guarantor pursuant to the provisions of this Lease or at the request of Landlord (including credit bureau reports or statements) shall evidence or disclose either net worth or net assets of Tenant or Guarantor at least 50% less than the net worth or net assets, as the case may be, shown in either the immediately prior financial statement or in the financial statement furnished at the time of execution of this Lease of Tenant or Guarantor, as the case may be, and Tenant fails to furnish to Landlord promptly after notice from Landlord to Tenant requesting it, an additional security deposit in cash (or other security acceptable to Landlord in its sole discretion) equivalent to the aggregate of the Fixed Rent and Additional Rent payable hereunder for the 3 full calendar months immediately preceding such notice, which security shall be held by Landlord pursuant to the terms of Article 36 until Tenant or Guarantor, as the case may be, shall furnish 2 succeeding annual financial statements to Landlord evidencing increases of not less than 25% over each prior statement of Tenant and Guarantor, as the case may be, in both net worth and net assets; or (d) if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof Term would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation person other than Tenant except as is expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), 22; or (he) in case any other lease held by Tenant from Landlord if the Premises shall expire and terminate become abandoned (whether or not the term thereof shall then have commenced) unless as a result of a casualty); or (f) if Tenant shall default in the performance of any term, covenant, agreement or condition on Tenant's part to be observed or performed under any other lease with Landlord of space in the Building and such default shall continue beyond the grace period, if any, set forth in such other lease for the remedying of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)such default, then in any of said cases events Landlord may give to Tenant a notice of intention to terminate this Lease to end the term of this Lease Term and the estate hereby granted at the expiration of 3 5 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term Term and estate hereby granted (whether or not the term Term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 5 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. 18. Section 17.03 If the term "Tenant", as used notice provided for in Section 17.01 shall have been given and this Lease, refers to more than one personLease shall be terminated or if the Premises shall be or become abandoned, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless event, Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedmay without notice terminate all services.

Appears in 1 contract

Samples: Lease Agreement (Vringo Inc)

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days of his appointment, then Landlord, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 27. 25.02. This Lease is subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Rent and such default remains uncured for five (5) days after written notice from Landlord, or additional rent (b) if Tenant shall, whether by action or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eRent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor to prosecution for a crime (as more particularly described in the last sentence of Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such default, (ii) shall not duly institute commence within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord, , or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or whenever (d) if Tenant shall desert vacate or abandon the premises Demised Premises, or the same (e) if there shall become vacant be any default by Tenant (whether the keys are surrendered or not an whether the rent be paid any person which, directly or not)indirectly, or (hcontrols, is controlled by, or is under common control with Tenant) in case under any other lease held by Tenant from with Landlord (or any person which, directly or indirectly, controls, is controlled by, or is under common control with Landlord) which shall expire and terminate (whether or not be remedied within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein applicable grace period, if any, provided (therefor under such other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease (Kasper a S L LTD)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary if a petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization any provisions of the United States Bankruptcy Act or under the provisions of any other bankruptcy or insolvency law or any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the Term of this Lease at the expiration of 5 days from the date of his appointment,service of such notice of intention, and upon the expiration of said 5 day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the Term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment fail to pay any installment of any fixed annual rent or any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for 5 days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 15 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days15 days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said 15 day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said 15 day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant shall desert or abandon the demised premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder thereunder, or (f) whenever Tenant shall fail to do, observe or of the occurrence of an event as therein provided (other than perform any act or thing to be done, observed or performed by expiration of the fixed term thereof or Tenant pursuant to the Work Agreement annexed hereto as Schedule C, or (g) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Article 5 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within 24 hours after Landlord shall have given to Tenant a cancellation or termination option therein contained)notice specifying the same, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing Subsections (a), (b), (c), (d), (e), (f) and (hg) Landlord may give to Tenant a notice of this Article 16, said term shall be deemed intention to include all end the Term at the expiration of 3 days from the date of the service of such persons or any one notice of them,; if any intention, and upon the expiration of the obligations of Tenant under said 3 days this Lease is guaranteedand the Term and estate hereby granted, whether or not the term "Tenant", as used in said subparagraphsTerm shall theretofore have commenced, shall be deemed to include also terminate with the guarantor orsame effect as if that day were the Expiration Date, if there be more than one guarantor, all or any one of them; and if this Lease but Tenant shall have been assigned, the term "Tenant", remain liable for damages as used provided in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedArticle 18.

Appears in 1 contract

Samples: Lease Agreement (Labranche & Co Inc)

Conditions of Limitation. SECTION 18.1 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment default in the payment of its property any Fixed Rent or Additional Rent on any date upon which the same becomes due and any such default shall continue for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 ten (10) days after the filing thereof,Landlord shall have given to Tenant a notice specifying such default, or (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing observance or performance of any covenant, agreement, term, provision covenant or condition of this Lease on the part of Tenant to be kept, observed or performed agreement (other than a default of the character referred to in subparagraph paragraph (ea) of this Article 16SECTION 18.1), and if such default shall continue and shall not be remedied cured by Tenant any person within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's ’s reasonable control cannot with due diligence be cured within said such period of 10 thirty (30) days, if Tenant (i) shall not, promptly upon upon, the giving of such notice, advise the Landlord in writing of Tenant's ’s intention duly to duly institute all steps necessary to remedy cure such default, default or (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy cure the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof wouldthen, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases such cases, Landlord may shall, in addition to any other remedies available to it at law or in equity, be entitled to give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 twenty (20) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 such twenty (20) days with the same effect as if that day the last of such twenty(20) days were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers herein or pursuant to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedlaw.

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Realty Capital New York Recovery Reit Inc)

Conditions of Limitation. 16.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of such notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02 This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent annual rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for seven (7) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 twenty2fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said fifteen (15) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant shall desert or abandon the demised premises or (unless as a result of a casualty) (for purposes of the same foregoing “abandon” shall become vacant mean Tenant vacates the demised premises for more than thirty (whether the keys are surrendered or not an whether the rent be paid or not30) days and fails to perform its obligations under this Lease), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), or (f) whenever a default of the kind set forth in Subsection 16.02(a), (b), or (c) hereof shall occur and if either (i) Tenant shall cure, after notice, such default within any applicable grace period or (ii) Landlord shall, in its sole discretion, permit Tenant to cure such default after the applicable grace period has expired, and if a similar default shall occur more than twice within the next three hundred sixty-five (365) days, whether or not such similar default or defaults is or are cured within the applicable grace period then in any of said cases set forth in the foregoing Subsections (a), (b), (c), (d), (e), and (f) Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such notice, and, in notice of intention and upon the event that such notice is given, expiration of said three (3) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released18.

Appears in 1 contract

Samples: Lease Agreement (Enernoc Inc)

Conditions of Limitation. 24.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file imports or whenever a petition shall be filed by Tenant under the Arrangement provisions of the United States Bankruptcy Act or under the arrangement provisions of any law of like import, (d) in case , whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then Landlord, (a) at any time of receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case Whenever Tenant shall default in the payment of installment of fixed rent, or in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on Landlord, or any date day upon which the same becomes due,ought to be paid, and such default shall contin e for five (5) days after written notice thereof; or (fb) in case Whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue continue, and shall not be remedied by Tenant within 10 thirty ( 0) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days, thirty (30) days and the continuance of which for the period required for cure will not subject Landlord to risk of criminal liability or termination of any superior Lease or foreclosure of any superior mortgage if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, situation; (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or ; (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary; or (gc) in case Whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, u on or pass to, to any person, firm, association or corporation coporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever 8; or (d) Whenever Tenant shall desert or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) If Tenant shall default in case the timely payment of rent or additional rent and any other lease held by such default shall continue to be repeated for two (2) consecutive months or for a total of four (4) months in any period of twelve (12) months, or more than three (3) times in any six (6) month period, then, notwithstanding that such defaults shall have each been cured within the applicable period, any similar default shall be deemed to be deliberate and Landlord may thereafter serve a notice of termination upon Tenant from Landlord shall expire without affording to Tenant opportunity to cure such default; then, and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenforegoing cases, this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced, shall, if the Landlord so elects, terminate upon ten (10) days written notice by Landlord to Tenant of Landlord's election to terminate the Lease and the term hereof shall expire and terminate upon come end on the expiration of said 3 days date fixed in such notice, with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for the rent and additional rent which subsequently accrues and for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released26.

Appears in 1 contract

Samples: Lease Agreement (Robotic Lasers Inc)

Conditions of Limitation. This Section 17.01 To the extent permitted by applicable law this Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 at any time after the event continues for ninety (90) days Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. Section 17.02 This Lease and the Term and estate hereby granted are subject to the limitations that: (ea) in case if Tenant shall default in the payment when due of any fixed rent installment of Fixed Rent or additional rent or in the payment when due of any other sum or charge payable hereunder Additional Rent, and such default shall continue for a period of 5 days after notice by Landlord to Tenant to Landlord on any date upon which the same becomes due,of such default; or (fb) in case if Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition term of this Lease on the Tenant’s part of Tenant to be kept, observed or performed (other than a the payment of Fixed Rent and Additional Rent) and Tenant shall fail to remedy such default within 20 days after notice by Landlord to Tenant of the character referred to in subparagraph (e) of this Article 16)such default, and or if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case is of such a default which for causes beyond Tenant's control nature that it cannot with due diligence be cured completely remedied within said period of 10 days, 20 days if Tenant shall not (ix) shall not, promptly upon the giving by Landlord of such notice, advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (iiy) shall not duly promptly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord,; and in any event prior to such time as would either (i) subject Landlord, Landlord’s agents, the Superior Lessor, the Superior Mortgagee or the Fee Mortgagee to prosecution for a crime or (ii) cause a default under the Superior Lease or the Superior Mortgage; or (gc) if any financial statement or other financial information furnished by Tenant or Guarantor pursuant to the provisions of this Lease or at the request of Landlord (including credit bureau reports or statements) shall evidence or disclose either net worth or net assets of Tenant or Guarantor at least 50% less than the net worth or net assets, as the case may be, shown in either the immediately prior financial statement or in the financial statement furnished at the time of execution of this Lease of Tenant or Guarantor, as the case may be, and Tenant fails to furnish to Landlord promptly after notice from Landlord to Tenant requesting it, an additional security deposit in cash (or other security acceptable to Landlord in its sole discretion) equivalent to the aggregate of the Fixed Rent and Additional Rent payable hereunder for the 12 full calendar months immediately preceding such notice, which security shall be held by Landlord pursuant to the terms of Article 36 until Tenant or Guarantor, as the case may be, shall furnish 2 succeeding annual financial statements to Landlord evidencing increases of not less than 25% over each prior statement of Tenant and Guarantor, as the case may be, in both net worth and net assets; or (d) if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof Term would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation person other than Tenant except as is expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), 22; or (he) in case any other lease held by Tenant from Landlord if the Premises shall expire and terminate become vacant, deserted or abandoned (whether or not the term thereof shall then have commenced) unless as a result of a casualty); or (f) if Tenant shall default in the performance of any term, covenant, agreement or condition on Tenant’s part to be observed or performed under any other lease with Landlord of space in the Building and such default shall continue beyond the grace period, if any, set forth in such other lease for the remedying of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)such default, then in any of said cases events Landlord may give to Tenant a notice of intention to terminate this Lease to end the term of this Lease Term and the estate hereby granted at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term Term and estate hereby granted (whether or not the term Term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. 18. Section 17.03 If the term "Tenant"notice provided for in Section 17.01 shall have been given and this Lease shall be terminated or if the Premises shall be or become vacant, as used in this Lease, refers to more than one persondeserted or abandoned, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless event, Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedmay without notice terminate all services.

Appears in 1 contract

Samples: Lease Agreement (Paulson Capital Corp)

Conditions of Limitation. 25.01 This Lease and the term and estate hereby granted are subject subject, inter alia, to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law shall be is filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case or whenever a petition is shall be filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law trustee, receiver or liquidator of like importTenant or of all or any substantial part of its properties, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiver, trustee or liquidator shall be appointed for temporary receiver of Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent be appointed, or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case if Tenant shall default plead bankruptcy or insolvency as a defense in the due keepingany action or proceeding, observing or performance of then, Landlord (a) at any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date receipt of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an any such event, or (b) if such event as therein provided (other than by expiration occurs without the acquiescence of Tenant, at any time after the fixed term thereof or pursuant to a cancellation or termination option therein contained)event continues for 60 days, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) day period this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If 27. 25.02 This Lease and the term "Tenant"and estate hereby granted are subject to the further limitation that: (a) whenever Tenant shall default in the payment of any installment of fixed rent, as used or in this Leasethe payment of any additional rent on any day upon which the same shall be due and payable and such default shall continue for ten (10) days after the date on which the same was due and payable, refers provided that Landlord shall give written notice to Tenant of such nonpayment not more than one persontwice in any lease year, then, as used and thereupon and in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term such event Tenant shall not be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless default until ten days after Landlord shall, in connection with have given such assignmentnotice; or (b) whenever Tenant shall do or permit anything to be done, release whether by action or inaction, contrary to any of Tenant's obligations hereunder, and if such situation shall continue and shall not be remedied by Tenant within fifteen (15) days after Landlord shall have given to the assignor from any further liability under this LeaseTenant a notice specifying the same, or, in the case of a happening or default which cannot with due diligence be cured within a period of fifteen (15) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not duly institute within such fifteen (15) day period and promptly and diligently prosecute to completion all steps necessary to remedy the same; or (c) whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term "hereof would by operation of law or otherwise, devolve upon or pass to any person, firm or corporation other than Tenant", except as used expressly permitted in said paragraphArticle 10. Then in any such event at any time thereafter, Landlord may give to Tenant a notice ending the term of this Lease on the date of the service of such notice and thereupon this Lease and the term and estate hereby granted, whether, or not the term has theretofore commenced, shall not include terminate with the assignor so releasedsame effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27.

Appears in 1 contract

Samples: Lease (Synapse Group Inc)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary if a petition under any bankruptcy or insolvency law case shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization any provisions of the United States Bankruptcy Act or under the provisions of any other Federal or State bankruptcy or insolvency law or any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the Term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment fail to pay any installment of Fixed Rent or any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for seven (7) Business Days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord, (g) in case any event to Landlord as shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent reasonably be paid or not)necessary, or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Assignment and Assumption of Lease and License Agreement (Integrated Information Systems Inc)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation thatthat if prior to or during the term of this Lease: (a) in case A. Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 ninety (90) days after the filing thereof,; or (b) in case a B. A petition is filed by or against Tenant under the Reorganization reorganization provisions of the United State Bankruptcy Act or under the provisions of any law of like import, unless such petition under said reorganization provisions be one filed against Tenant which is dismissed within ninety (90) days after its filing; or C. Tenant shall file a petition under the arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing,; or (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a D. A permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall have not have been discharged within 60 ninety (90) days from the date of his appointment,; or (e) in case E. Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due,, and such default shall continue for ten (10) days after written notice; or (f) in case F. Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16)performed, and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 thirty (30) days, if Tenant (i1) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii2) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii3) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,; or (g) in case any G. Any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 11 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not), ; or (h) in case any H. Any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of by Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)thereunder; Then, then in any of said cases the aforesaid cases, Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted five (whether or not the term shall theretofore have commenced5) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 21 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a)A, (b)B, (c)C, (d) D and (h) G of this Article 1619, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", ," as used in said subparagraphsparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or of any one of them; and if this Lease shall have been assigned, the term "Tenant", ," as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, provided, however, that Landlord reserves the sole option to release the assignor from any further liability under this Lease, in which event the term "Tenant", ," as used in said paragraphsubparagraphs, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Medjet Inc)

Conditions of Limitation. 27.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days of his appointment, then Landlord, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the Term at the expiration of ten (10) days from the date of his appointment, service of such notice of intention, and upon the expiration of said ten (e10) in case day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 29. 27.02. This Lease is subject to the further limitations that: (a) if Tenant shall default when due in the payment of any Rent, and such default shall continue for ten (10) days after notice to Tenant specifying the nature of the default, or (b) if Tenant shall, whether by action or inaction, be in default of any of its obligations under this Lease (other than a default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (fRent) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daystwenty (20) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor to prosecution for a crime (as more particularly described in the last sentence of Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said twenty (20) day period advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such default, (ii) shall not duly institute commence within said twenty (20) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord, , or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or whenever (d) if Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Demised Premises, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 ten (10) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days ten (10) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable iable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released29.

Appears in 1 contract

Samples: Lease Agreement (Icon CMT Corp)

Conditions of Limitation. 16.01 This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02 This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent annual rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant shall desert abandon (i.e., vacate the demised premises and not provide security therein or abandon make efforts to sublet the demised premises) the demised premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), or (f) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Article 5 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within three (3) days after Landlord shall have given to Tenant a notice specifying the same, (g) if during any consecutive eighteen (18) month period during the term of this lease (i) Tenant shall have on three (3) or more occasions paid any installment of fixed annual rent or any additional rent more than ten (10) days after the same was due hereunder and (ii) Landlord shall have given Tenant notice of such default pursuant to subsection (a) hereof before such default was cured, then in any of said cases set forth in the foregoing subsections (a), (b), (c), (d), (e), (f) and (g) Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said three (3) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) . shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, Expiration Date. but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released18.

Appears in 1 contract

Samples: Lease Agreement (Innovo Group Inc)

Conditions of Limitation. 27.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or a guarantor, if any, (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days of his appointment, then Landlord, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the Expiration Date of this Lease, but Tenant shall remain liable for damages as provided in Article 29. 27.02. This Lease is subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, Rent, and such default shall continue for ten (f10) in case Tenant shall default in days after the due keepingdate, observing or performance (b) if Tenant shall, whether by action or inaction, be in default of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eRent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord, Superior Mortgagor or Superior Lessor to prosecution for a crime (as more particularly described in the last sentence of Section 12.02.) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said ten (10) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps necessary to remedy such default, (ii) shall not duly institute commence within said ten (10) day period and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not to complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord, , or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or whenever (d) if Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Demised Premises, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term Expiration Date of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof29. If The indemnity provisions contained herein shall survive the term "Tenant", as used in expiration or earlier termination of this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Eschelon Telecom Inc)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that whenever Tenant shall make an assignment of the property of Tenant for the benefit of creditors, or if a petition shall be filed by or against Tenant under any provisions of the United States Bankruptcy Act or under the provisions of any other bankruptcy or insolvency law or any law of like import, or whenever a permanent receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, at any time after the event continues for thirty (30) days, give Tenant a notice of intention to end the Term of this Lease at the expiration of 5 days from the date of service of such notice of intention, and upon the expiration of 5 days period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case whenever Tenant shall make an assignment fail to pay any installment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed annual rent or any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for 5 days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 15 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days15 days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said 15 day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said 15 day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant shall desert or abandon the demised premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder thereunder, or (f) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Article 5 hereof on the occurrence part of an event as therein provided Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within three (other than by expiration of 3) business days after Landlord shall have given to Tenant a notice specifying the fixed term thereof or pursuant to a cancellation or termination option therein contained)same, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing Subsections (a), (b), (c), (d) ), (e), and (h) f), Landlord may give to Tenant a notice of this Article 16, said term shall be deemed intention to include all end the Term at the expiration of 3 days from the date of the service of such persons or any one notice of them,; if any intention, and upon the expiration of the obligations of Tenant under said 3 days this Lease is guaranteedand the Term and estate hereby granted, whether or not the term "Tenant", as used in said subparagraphsTerm shall theretofore have commenced, shall be deemed to include also terminate with the guarantor orsame effect as if that day were the Expiration Date, if there be more than one guarantor, all or any one of them; and if this Lease but Tenant shall have been assigned, the term "Tenant", remain liable for damages as used provided in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedArticle 18.

Appears in 1 contract

Samples: Lease Agreement (2bridge)

Conditions of Limitation. 22.01 Upon the occurrence of a Bankruptcy Event with respect to Tenant or any guarantor of Tenant’s obligations under this Lease, Landlord may end the term of this Lease by giving written notice of same to Tenant, and immediately upon the giving of such notice this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. For purposes of this Lease, a “Bankruptcy Event” shall be deemed to have occurred with respect to the Tenant or any guarantor of the Tenant’s obligations under this Lease if (i) such Person makes a general assignment for the benefit of creditors, (ii) such Person commences a voluntary case or proceeding under any applicable law (including, without limitation, Title 11 of the United States Code) in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, liquidation, dissolution or relief of debtors, (iii) such Person is adjudged a bankrupt or insolvent, or has entered against it an order for relief or similar adjudication, in any proceeding in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, dissolution, liquidation or relief of debtors, (iv) such Person files a petition or answer seeking for itself any reorganization, arrangement, composition, readjustment, liquidation or similar relief under any law (including, without limitation, Title 11 of the United States Code) of any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction), (v) such Person files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against it in any proceeding in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, dissolution, liquidation or relief of debtors, (vi) such Person seeks, consents to or acquiesces in the appointment of a trustee, receiver, assignee, liquidator, conservator, administrator, sequestrator, custodian or similar official for the Person or of all or any substantial part of its assets, (vii) such person admits in writing its inability to pay its debts generally as they become due, or (viii) any involuntary case, proceeding or other action against such Person shall be commenced in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) seeking to have an order for relief entered against it as a debtor or to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, liquidation, dissolution, composition of it or its debts or similar relief under any law (including, without limitation, Title 11 of the United States Code) of any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, dissolution, liquidation or relief of debtors, or seeking appointment of a trustee, receiver, assignee, liquidator, conservator, administrator, sequestrator, custodian or similar official for it or for all or any substantial part of its property, and such case, proceeding or other action (A) results in the entry of any order for relief or similar adjudication against it, or (B) shall remain undismissed for a period of ninety (90) days. 22.02 This Lease and the term and estate hereby granted are subject to the limitation further limitations (each of which shall be an “Event of Default” hereunder) that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant Additional Charges, and such default shall continue for ten (10) days after written notice thereof has been given to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 twenty (20) days, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said twenty (20) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps reasonably necessary to remedy such default, (iiy) shall not duly institute commence within said twenty (20) day period, and thereafter diligently prosecute to completion all steps reasonably necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (hd) in case any other lease held by if Tenant from Landlord shall expire abandon the Premises and terminate (whether or not fail to secure the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)same, then then, in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. . (a) If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one personand this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, thenstate or foreign law of like import, as used or in subparagraphs the event of termination of this Lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a), (b), (c), (d) pay to Landlord all Fixed Rent and (h) of this Article 16, said term shall be deemed Additional Charges then due and payable to include all of such persons or any one of them,; if any of the obligations of Tenant Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such Lease provided, at the term "Tenant"same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as used are contained in said subparagraphsthis Lease, except that (i) the rights of the lessee under the new lease, shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if there be more than one guarantor, all the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) If pursuant to the United States Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 hereof (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the trustee or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (a) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, without interest, for the balance of the term "as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed) and that any such assignee of this Lease shall have a net worth exclusive of good will, computed in accordance with GAAP, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (b) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the United States Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant", as used ’s Property in said subparagraphsthe Premises, shall be deemed and become the sole exclusive property of Landlord and shall be paid over to include Landlord directly by such assignee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to assign the assignee and same (pursuant to Title 11 U.S.C. Section 365, as the assignor same may be amended) to any person, including, without limitation, any individual, partnership or either corporate entity, who shall have made a bona fide offer to accept an assignment of them under any this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such assignment unless Landlord shall, in connection with such proposed assignment, release setting forth (x) the assignor from any further liability name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person’s future performance under this Lease, including, without limitation, the assurances referred to in which Title 11 U.S.C. Section 365(b)(3) (as the same may be amended), shall be given to Landlord by the trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the term "Tenant"date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in- possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this Lease upon the same terms and conditions and for the same consideration, if any, as used in said paragraphthe bona fide offer made by such person, shall not include less any brokerage commissions which may be payable out of the assignor so releasedconsideration to be paid by such person for the assignment of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Advent Software Inc /De/)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues unstayed for one hundred twenty (120) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for ten (10) days after Landlord shall have given Tenant a notice specifying such default; or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be kept69 73 done, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 10.02) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or 9; or (d) whenever Tenant shall desert or abandon the premises or Demised Premises (unless as a result of a casualty) and the same Demised Premises shall become vacant (whether remain so abandoned after notice thereof to Tenant and Tenant shall fail to provide reasonable security measures to prevent unauthorized entry into the keys are surrendered or not an whether the rent be paid or not)Demised Premises, or (he) when Tenant shall be in case default in the observance or performance of its obligations under any other lease held by Tenant from Landlord shall expire in the Building which default continues after notice and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)beyond applicable grace periods, then in any of said cases set forth in the foregoing Subsections (a), (b), (c) (d) and (e), Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Bolt Inc)

Conditions of Limitation. 24.01. This Lease and the term Term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file imports or whenever a petition shall be filed by Tenant under the Arrangement provisions of the United States Bankruptcy Act or under the arrangement provisions of any law of like import, (d) in case , whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then Landlord, (a) at any time of receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the Term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the Term and estate hereby granted are subject to the further limitation that: (ea) in case Whenever Tenant shall default in the payment of installment of fixed rent, or in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on Landlord, or any date day upon which the same becomes due,ought to be paid, and such default shall continue for twenty (20) days after written notice thereof; or (fb) in case Whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant knowingly permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days, thirty (30) days and the continuance of which for the period required for cure will not subject Landlord to risk of criminal liability or foreclosure of any superior mortgage if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such default, situation; (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or ; (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary; or (gc) in case Whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), 8; or (hd) If Tenant shall default in case the timely payment of rent or additional rent and any other lease held by such default shall continue to be repeated for two (2) consecutive months or for a total of four (4) months in any period of twelve (12) months, or more than three (3) times in any six (6) month period, then, notwithstanding that such defaults shall have each been cured within the applicable period, any similar default shall be deemed to be deliberate and Landlord may thereafter serve a notice of termination upon Tenant from Landlord shall expire without affording to Tenant opportunity to cure such default; then, and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenforegoing cases, this Lease and the term Term and estate hereby granted (granted, whether or not the term Term shall theretofore have commenced, shall, if the Landlord so elects, terminate upon ten (10) days written notice by Landlord to Tenant of Landlord’s election to terminate this Lease and the Term hereof shall expire and terminate upon come to an end on the expiration of said 3 days date fixed in such notice, with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for the rent and additional rent which subsequently accrues and for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released26.

Appears in 1 contract

Samples: Lease Agreement (Ikanos Communications)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant’s obligations under this Lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, or liquidator shall not have been discharged within 60 such guarantor, as the case may be, at any time after the event continues for ninety (90) days, or (b) in any other case at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ei) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent Additional Charges beyond the applicable due date for such amount of Fixed Rent or any other sum or charge payable hereunder by Tenant Additional Charges, and such default shall thereafter continue for ten (10) days after written notice thereof has been given to Landlord on any date upon which the same becomes due,Tenant, or (fii) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Superior Mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned by a public authority, (iii) subject the Building or Land, or any part thereof, to any lien or encumbrance which is not removed or bonded within the time period required under this Lease, or (iv) result in the termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps reasonably necessary to remedy such default, (iiy) shall not duly institute commence within said 30-day period, and thereafter diligently prosecute to completion all steps reasonably necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease (unless Tenant cures such default prior to the expiration of said 5-day period) and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. . (a) If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one personand this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, thenstate or foreign law of like import, as used or in subparagraphs the event of termination of this Lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a), (b), (c), (d) pay to Landlord all Fixed Rent and (h) of this Article 16, said term shall be deemed Additional Charges then due and payable to include all of such persons or any one of them,; if any of the obligations of Tenant Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the term "Tenant"same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as used are contained in said subparagraphsthis Lease, except that (i) the rights of the lessee under the new lease, shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if there be more than one guarantor, all the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) If pursuant to the United States Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 hereof (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the trustee or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (a) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, without interest, for the balance of the term "as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed) and that any such assignee of this Lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (b) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the United States Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant", as used ’s Property in said subparagraphsthe Premises, shall be deemed and become the sole exclusive property of Landlord and shall be paid over to include Landlord directly by such assignee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to assign the assignee and same (pursuant to Title 11 U.S.C. Section 365, as the assignor same may be amended) to any person, including, without limitation, any individual, partnership or either corporate entity, who shall have made a bona fide offer to accept an assignment of them under any this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such assignment unless Landlord shall, in connection with such proposed assignment, release setting forth (x) the assignor from any further liability name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person’s future performance under this Lease, including, without limitation, the assurances referred to in which Title 11 U.S.C. Section 365(b) (3) (as the same may be amended), shall be given to Landlord by the trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the term "Tenant"date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in- possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this Lease upon the same terms and conditions and for the same consideration, if any, as used in said paragraphthe bona fide offer made by such person, shall not include less any brokerage commissions which may be payable out of the assignor so releasedconsideration to be paid by such person for the assignment of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Investment Technology Group Inc)

Conditions of Limitation. SECTION 12.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 sixty (60) days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within 60 sixty (60) days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 sixty (60) days from the date of his appointment, (ed) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, and such default shall continue for five (5) business days after Landlord shall have given to Tenant a written notice specifying such default, (e) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of Article 3 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within seventy-two (72) hours after Landlord shall have given to Tenant a written notice specifying the same, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph clauses (d) or (e) of this Article 16Section 12.01), and if such default shall continue and shall not be remedied by Tenant within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 twenty (20) days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such defaultdefault with due diligence, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association association, corporation, person or corporation entity other than Tenant except as expressly permitted under Article 7 2S hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not), or (h) in case Tenant shall default in the payment of any fixed rent or additional rent or any other lease held by Tenant from Landlord charge payable hereunder or in the performance of any covenant of this Lease more than twice, in the aggregate, in any period of twelve (12) months, notwithstanding that such defaults shall expire and terminate (whether or not have been cured within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)applicable cure period, then then, in any of said cases cases, Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days with the same effect as if that day were the date hereinbefore set for the expiration of the full term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereofthis Lease or pursuant to law. If the term "Tenant", as used in this Lease, refers to more than one person, then, then as used in subparagraphs clauses (a), (b), (c), (d) and (hc) of this Article 16Section 12.01, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphsclauses, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and and, if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphsclauses, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraphclauses, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease (Econophone Inc)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for ninety (90) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) business days; or (fb) in case whenever Tenant shall be in default in the due keeping, observing or performance of any covenant, agreement, term, provision of its non-monetary obligations or condition of this Lease on the part of Tenant shall do or permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or 9; or (d) whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Demised Premises, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing Subsections (a), (b), (c), ) and (d) each being hereinafter referred to an “Event of Default”, Landlord may give written notice (“Termination Notice”) to Tenant specifying such Event of Default or Events of Default and (h) of stating that this Article 16Lease and the Term shall expire and terminate on the date specified in the Termination Notice, said term which date shall be deemed to include all of such persons or any one of them,; if any at least five (5) days after the giving of the obligations Termination Notice, and on the date specified therein, if the Event of Default has not been cured by the date specified in the Termination Notice, this Lease and Term and all rights of Tenant under this Lease is guaranteedshall expire and terminate as if that day were the Expiration Date, it being the term "Tenant"intention of the Landlord and Tenant hereby to create conditional limitations, and Tenant shall remain liable as used provided in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one Article 27 and in accordance with those provisions of them; and if this Lease shall have been assigned, which are specifically stated herein to survive the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor expiration or either other termination of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (American Realty Capital New York Recovery Reit Inc)

Conditions of Limitation. 24.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment duties within 30 days of his appointment then Landlord, at any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)any such event, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof26. 24.02. If This Lease is subject to the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs further limitations that: (a)) if Tenant shall default in the payment of any Rent, and such default shall continue for five (5) days after notice or (b)) if Tenant shall, (c)whether by action or inaction, (d) and (h) be in default of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the its obligations of Tenant under this Lease is guaranteed(other than a default in the payment of Rent) and such default shall continue and not be remedied within fifteen (15) days after Landlord shall have given to Tenant a notice specifying the same, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there in the case of a default which cannot with due diligence be more than one guarantor, all or any one cured within a period of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.fifteen (15) days and

Appears in 1 contract

Samples: Lease (Lower Road Associates LLC)

Conditions of Limitation. 24.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file imports or whenever a petition shall be filed by Tenant under the Arrangement provisions of the United States Bankruptcy Act or under the arrangement provisions of any law of like import, (d) in case , whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then Landlord, (a) at any time of receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case Whenever Tenant shall default in the payment of installment of fixed rent, or in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on Landlord, or any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after written notice thereof; or (fb) in case Whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days, thirty (30) days and the continuance of which for the period required for cure will not subject Landlord to risk of criminal liability or termination of any superior Lease or foreclosure of any superior mortgage if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, situation; (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or ; (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary; or (gc) in case Whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever 8; or (d) Whenever Tenant shall desert or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) If Tenant shall default in case the timely payment of rent or additional rent and any other lease held by such default shall continue to be repeated for two (2) consecutive months or for a total of four (4) months in any period of twelve (12) months, or more than three (3) times in any six (6) month period, then, notwithstanding that such defaults shall have each been cured within the applicable period, any similar default shall be deemed to be deliberate and Landlord may thereafter serve a notice of termination upon Tenant from Landlord shall expire without affording to Tenant opportunity to cure such default; then, and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenforegoing cases, this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced, shall, if the Landlord so elects, terminate upon ten (10) days written notice by Landlord to Tenant of Landlord's election to terminate the Lease and the term hereof shall expire and terminate upon come end on the expiration of said 3 days date fixed in such notice, with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for the rent and additional rent which subsequently accrues and for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released26.

Appears in 1 contract

Samples: Lease (Hanover Capital Mortgage Holdings Inc)

Conditions of Limitation. 57.01 This Lease lease and the term Term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant’s obligations under this lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, or such guarantor, shall be appointed, then Owner (a) if such event occurs without the acquiescence of Tenant, or such guarantor, as the case may be, at any time after the event continues for sixty (60) days, or (b) in any other case at any time after the occurrence of any such event except if Tenant continues to pay the Fixed Rent and such receiverAdditional Rent hereunder and to perform all of the other covenants of Tenant hereunder, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term of this lease at the expiration of five days from the date of his appointment,service of such notice of intention, and upon the expiration of said five-day period this lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date of this lease, but Tenant shall remain liable for damages as provided in Article 59. 57.02 This lease and the Term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant Additional Rent, and such default shall continue for five (5) days after written notice to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Rent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 thirty (30) days after Landlord Owner shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not (i) subject Owner or any holder of a Superior instrument, purchaser, assignee or lessee to prosecution for a crime or any other fine or charge, (ii) subject the premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, (iii) subject the Building, or any part thereof, to any lien or encumbrance, or (iv) result in the termination of or foreclosure of any Superior instrument, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing Owner of Tenant's ’s intention to duly institute take all steps necessary to remedy such default, (iiy) shall not duly institute commence within said 30-day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord,of Owner, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant after written notice thereof and beyond any applicable grace period, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)41, or (hd) in case intentionally omitted, or (e) if Tenant or any of its affiliates shall default beyond any applicable notice and/or grace period under any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)with Owner, then in any of said cases Landlord Owner may give to Tenant a notice of intention to end the term Term of this Lease lease at the expiration of 3 five days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 five days this lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 hereof59. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Owner given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Owner all Fixed Rent and Additional Rent then due and payable to Owner under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Owner of the premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Rent and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Rent which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Owner’s request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Owner shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term "Tenant", as used by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 41 (or if this Lease, refers to more than one person, then, as used in subparagraphs (alease shall be assumed by a trustee), the trustee or assignee shall cure any default under this lease and shall provide adequate assurance of future performance by the trustee or assignee including (b)i) the source of payment of rent and performance of other obligations under this lease, for which adequate assurance shall mean the deposit of cash security with Owner in an amount equal to the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Rent payable under Article 38 for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Owner, without interest, for the balance of the Term as security for the full and faithful performance of all of the obligations under this lease on the part of Tenant yet to be performed, and that any such assignee of this lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (c), (d10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Rent for the preceding calendar year as aforesaid and (hii) that the use of the premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Owner. If all defaults are not cured and such adequate assurance is not provided within 60 days after there has been an order for relief under the Bankruptcy Code, then this Article 16, said term lease shall be deemed rejected, Tenant or any other person in possession shall vacate the premises, and Owner shall be entitled to include all retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such persons or any one consideration reasonably designed by the assignee as paid for the purchase of them,; if any of Tenant’s property in the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphspremises, shall be deemed and become the sole exclusive property of Owner and shall be paid over to include also Owner directly by such assignee. (c) If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the guarantor orsame (pursuant to Title 11 U.S.C. § 365, if there as the same may be more than one guarantoramended) to any person, all including, without limitation, any individual, partnership or any one of them; and if this Lease corporate entity, who shall have been assignedmade a bona fide offer to accept an assignment of this lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (x) the name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Owner to assure such person’s future performance under this lease, including, without limitation, the term "Tenant", assurances referred to in Title 11 U.S.C. § 365(b)(3) (as used in said subparagraphsthe same may be amended), shall be deemed given to include Owner by the assignee trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and the assignor or either of them under any approval to enter into such assignment unless Landlord shalland assumption, in connection with and Owner shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, release to accept an assignment of this lease upon the assignor from any further liability under this Leasesame terms and conditions and for the same consideration, in which event the term "Tenant"if any, as used in said paragraphthe bona fide offer made by such person, shall not include less any brokerage commissions which may be payable out of the assignor so releasedconsideration to be paid by such person for the assignment of this lease.

Appears in 1 contract

Samples: Office Lease (Medidata Solutions, Inc.)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in In case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in In case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within with 60 days after its filing, (c) in In case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in In case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in In case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in In case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's ’s control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's Xxxxxx’s intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the samesame or, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by LandlordXxxxxxxx, (g) in In case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an and whether the rent be has been paid or not), or (h) in In case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then than have commenced) as a result of the default of Tenant thereunder there under or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used sued in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Commercial Lease

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation thatthat if prior to or during the term of this Lease: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 sixty (60) days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within 60 sixty (60) days after its filing, (c) in case Tenant shall file a petition under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of TenantTen ant, and such receiver, trustee or liquidator shall not have been discharged within 60 sixty (60) days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 for ten (10) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Tangoe Inc)

Conditions of Limitation. 22.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant's obligations under this Lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, or liquidator shall not have been discharged within 60 such guarantor, as the case may be, at any time after the event continues for ninety (90) days, or (b) in any other case at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this Lease at the expiration of five days from the date of his appointment,service of such notice of intention, and upon the expiration of said five-day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. 22.02. This Lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant Additional Charges, and such default shall continue for ten (10) days after written notice thereof has been given to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daystwenty (20) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Superior Mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, (iii) subject the Building or Land, or any part thereof, to any lien or encumbrance which is not removed or bonded within the time period required under this Lease, or (iv) result in the termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said twenty (20) day period advise Landlord in writing of Tenant's intention to duly institute take all steps reasonably necessary to remedy such default, (iiy) shall not duly institute commence within said 20-day period, and thereafter diligently prosecute to completion all steps reasonably necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever or (d) if Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)Premises, or (he) in case if there shall be any default by Tenant under any other lease held by with Landlord (or any person which, directly or indirectly, controls, is controlled by, or is under common control with, Landlord) covering space in the Building which shall not be remedied within the applicable grace period, if any, provided therefor under such other lease, or if Tenant from Landlord shall expire and terminate (whether or not holds over in the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (premises demised under such other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. . (a) If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one personand this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, thenstate or foreign law of like import, as used or in subparagraphs the event of termination of this Lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a), (b), (c), (d) pay to Landlord all Fixed Rent and (h) of this Article 16, said term shall be deemed Additional Charges then due and payable to include all of such persons or any one of them,; if any of the obligations of Tenant Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the term "Tenant"same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as used are contained in said subparagraphsthis Lease, except that (i) the rights of the lessee under the new lease, shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord's request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if there be more than one guarantor, all the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 hereof (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the trustee or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (a) of the source of payment of rent and performance of other obligations under this Lease [for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year's Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 for the calendar year preceding the year in which such assignment is intended to become effective (such cash security being herein called the "Adepuate Assurance Security"), --------------------------- which deposit shall be held by Landlord, without interest, for the balance of the term "as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed] and that any such assignee of this Lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (b) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. Notwithstanding anything to the contrary set forth in the preceding sentence, the security deposited by Tenant pursuant to Article 4 hereof (or any remaining balance thereof then held by Landlord) may be applied in partial satisfaction of the obligation of the trustee or the assignee (as the case may be) to deposit the Adequate Assurance Security, provided that the trustee or assignee (as the case may be) shall give notice to Landlord of its election to effect such application and provided further that such application shall not be prohibited pursuant to the United States Bankruptcy Code or other applicable Federal, state or foreign law of like import. If all defaults are not cured and such adequate assurance is not provided within 60 days after there has been an order for relief under the Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant"'s Property in the Premises shall be and become the sole exclusive property of Landlord and shall be paid over to Landlord directly by such assignee. If Xxxxxx's trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as used the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (x) the name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person's future performance under this Xxxxx, including, without limitation, the assurances referred to in said subparagraphsTitle 11 U.S.C. Section 365(b)(3) (as the same may be amended), shall be deemed given to include Landlord by the assignee trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in- possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and the assignor or either of them under any approval to enter into such assignment unless and assumption, and Landlord shallshall thereupon have the prior right and option, in connection with to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, release to accept an assignment of this Lease upon the assignor from same terms and conditions and for the same consideration, if any, as the bona fide offer made by such person, less any further liability under brokerage commissions which may be payable out of the consideration to be paid by such person for the assignment of this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Broadview Networks Holdings Inc)

Conditions of Limitation. 14.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of such notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 16. 14.02. This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent annual rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which same ought to be paid, and such default shall continue for five (5) days after Landlord shall have given Tenant a notice specifying such default, or (b) whenever Tenant shall do or permit anything to be done, whether by action or inaction, contrary to any of Tenant's obligations hereunder, and if such situation shall continue and shall not be remedied by Tenant within fifteen (15) days after Landlord shall have given to Tenant a notice specifying the same, or, in the case of a happening or default which cannot with due diligence be cured within a period of fifteen (15) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) within said fifteen (15) day period advise Landlord of Tenant's intention to duly institute all steps necessary to remedy such situation, (ii) duly institute within said fifteen (15) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same becomes due,and (iii) complete such remedy within such time after the date of the giving of said notice of Landlord as shall reasonably be necessary, or (fc) in case whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease Article 5 hereof on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days 24 hours after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (gd) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (e) whenever Tenant shall desert or abandon the demised premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (hf) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases set forth in the foregoing Subsections (a), (b), (c), (d), (e) and (f) Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such notice, and, in notice of intention and upon the event that such notice is given, expiration of said three (3) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Primus Guaranty LTD)

Conditions of Limitation. This 25.01 To the extent permitted by applicable law this Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for one hundred twenty (120) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for three (3) business days after Landlord shall have given Tenant a notice specifying such default; or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 10.02) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable time no more than sixty (60) days after the date of the giving of said notice by of Landlord,; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or 9; or (d) whenever Tenant shall desert or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) when Tenant shall be in case default in the observance or performance of its obligations under any other lease held by Tenant from Landlord shall expire and terminate in the Building; (whether or not the term thereof shall then have commencedf) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases set forth in the foregoing Subsections (a), (b), (c), (d) and (e), Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease (Aveta Inc)

Conditions of Limitation. RE-ENTRY - TERMINATION. This Lease Sublease and the herein term and estate hereby granted are subject to upon the limitation thatcondition that if: (a) Sublessee shall fail to perform or observe any of Sublessee's covenants herein beyond the applicable grace period set forth herein consisting of the payment when due of Yearly Fixed Rent, Additional Rent, Additional Rent for Taxes, utility expenses, Parking Rent, and/or all other additional rent; or (b) Sublessee or Guarantor (if any) shall be involved in case Tenant financial difficulties as evidenced by an admission in writing by Sublessee or Guarantor (if any) of its inability to pay its debts generally as they become due, or by the making or offering to make a composition of its debts with its creditors; or (c) Sublessee or Guarantor (if any) shall make an assignment or trust mortgage, or other conveyance or transfer of like nature, of all or a substantial part of its property for the benefit of creditors its creditors; or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law (d) the leasehold hereby created shall be filed against Tenant taken on execution or by other process of law and shall not be revested in Sublessee within thirty (30) days thereafter; or (e) a receiver, sequester, trustee or similar officer shall be appointed by a court of competent 39 jurisdiction to take charge of all or a substantial part of Sublessee's property or Guarantor's (if any) property and such involuntary petition is appointment shall not dismissed be vacated, revoked, terminated or stayed within 60 thirty (30) days after the filing thereof, thereafter; or (bf) in case a petition is filed any proceeding shall be instituted by or against Tenant under the Reorganization provisions Sublessee or Guarantor (if any) pursuant to any of the United States Bankruptcy Act or under the provisions of any Act of Congress or State law of like importrelating to bankruptcy, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act reorganization, arrangements, compositions or under the provisions of any law of like import, (d) in case a permanent receiverother relief from creditors, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, orand, in the case of any such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 daysproceeding instituted against it or Guarantor (if any), if Tenant Sublessee or Guarantor (iif any) shall notfail to have such proceeding dismissed, promptly upon the giving stayed or vacated within thirty (30) days or if Sublessee or Guarantor (if any) is adjudged bankrupt or insolvent as a result of any such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, proceeding; or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease Sublease, or the term and estate hereby granted or the unexpired balance of the term hereof wouldthereby created, would (by operation of law or otherwise, ) devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Sublessee, except as expressly permitted under Article 7 12 hereof, ; or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) Sublessee shall fail to maintain the insurance set forth in Section 11.1 hereof; or (i) Sublessee shall grant an interest, assign, mortgage, pledge, encumber or otherwise transfer (whether voluntarily or by operation of law) the Sublease, the Sublease Premises or any portion thereof in violation of Article 12 hereof; or (j) Sublessee shall fail after three (3) business days notice to execute, acknowledge or deliver to Landlord or to Sublessor, as the case may be, the statements or estoppels certificates required in Section 13.5 hereof in addition to the time period already set forth in Section 13.5 hereof; or (k) Sublessee shall fail to comply with, perform or observe any other lease held by Tenant from Landlord shall expire and terminate covenant set forth herein (whether or not the term thereof shall then have commenced) as a result any of the default foregoing, an "Event of Tenant thereunder Default"), Sublessor may, in a manner consistent with applicable law, immediately or at any time thereafter, without further demand or notice, enter into and upon the Sublease Premises (or any part thereof in the name of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein containedwhole), then in and thereupon (and without prejudice to any remedies which might otherwise be available for arrears of said cases Landlord may give Rent or other charges due hereunder or preceding breach of covenant and without prejudice to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable Sublessee's liability for damages as provided in Article 18 hereofhereinafter stated), upon such entry, this Sublease shall terminate. If the term The words "Tenantre-entry" and ", re-enter" as used in this Lease, refers Sublease are not restricted to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedtheir technical legal meaning.

Appears in 1 contract

Samples: Sublease Agreement (Combinatorx, Inc)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for one hundred twenty (120) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for ten (10) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and -44- the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 10.02) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof9, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases set forth in the foregoing Subsections (a), (b) and (c) Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease (Credit Suisse First Boston Usa Inc)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that whenever Tenant shall make an assignment of the property of Tenant for the benefit of creditors, or if a petition shall be filed by or against Tenant under any provisions of the United States Bankruptcy Act or under the provisions of any other bankruptcy or insolvency law or any law of like import, or whenever a permanent receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, at any time after the event continues for thirty (30) days (provided such period shall be extended an additional 120 days if (i) Tenant is current on all rent obligations and (ii) Tenant is diligently and continuously contesting same), give Tenant a notice of intention to end the Term of this Lease at the expiration of five (5) days from the date of service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case whenever Tenant shall make an assignment fail to pay any installment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed annual rent or any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for ten (10) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said fifteen (15) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant shall desert or abandon the demised premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) whenever in case any other lease in the Building held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder thereunder, or (f) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Sections 5.01, 5.02 or 5.04 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within three (3) Business Days after Landlord shall have given Tenant a notice specifying the same, or in the case of such a default, the cure of which requires affirmative action and not simply the ceasing of the occurrence of an event as therein provided objectionable activity, and such cure by affirmative action cannot be completed within such three (other than by expiration 3) Business Day period and the continuation of the fixed term thereof or pursuant period required for such cure will not subject Landlord to a cancellation the risk of criminal liability (as more particularly described in Article 8 hereof) or termination option therein contained)of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) within said three (3) Business Day period advise Landlord of Tenant's intention to duly institute all steps necessary to remedy such situation, (ii) duly institute within said three (3) Business Day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same and (iii) complete such remedy within such time after the date of the giving of said notice to Landlord as shall reasonably be necessary, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing subsections (a), (b), (c), (d), (e) and (hf), Landlord may give to Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of the service of such notice of intention, and upon the expiration of said five (5) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. (a) If Tenant shall have assigned its interest in this Lease, and this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this Article 16Lease by reason of any such proceeding, said term shall be deemed to include all of such persons the assignor or any one of them,; if any its predecessors in interest under this Lease, upon request of the obligations of Tenant Landlord given within thirty (30) days after such disaffirmance or rejection shall (a) pay to Landlord all fixed annual rent and additional rent then due and payable to Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (b) enter into a new Lease as lessee with Landlord of the demised premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such Lease provided, at the term "Tenant"same fixed annual rent and additional rent and upon the then-executory terms, covenants and conditions as used are contained in said subparagraphsthis Lease, except that (i) the rights of the lessee under the new Lease, shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new Lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new Lease shall require the lessee to pay all additional rent which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new Lease within ten (10) days after Landlord's request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if there be more than one guarantor, all the lessee had entered into such new Lease and such new Lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 11 hereof (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the trustee or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (a) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one (1) year's fixed annual rent then reserved hereunder, plus an amount equal to all additional rent payable under Article 3 for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, with interest, for the balance of the term "Tenant"as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed) and that any such assignee of this Lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (10) times the aggregate of the fixed annual rent reserved hereunder, plus all additional rent for the preceding calendar year as used aforesaid and (b) that the use of the demised premises shall in said subparagraphsno way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the demised premises, and Landlord shall be entitled to include retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant's property in the demised premises, and (c) gains and transfer taxes shall be and become the assignor sole exclusive property of Landlord and shall be paid over to Landlord directly by such assignee. If Tenant's trustee, Tenant or either Tenant as debtor-in-possession assumes this Lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of them under any this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such assignment unless Landlord shall, in connection with such proposed assignment, release setting forth (x) the assignor from any further liability name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person's future performance under this Lease, including, without limitation, the assurances referred to in which Title 11 U.S.C. Section 365(b)(3) (as the same may be amended), shall be given to Landlord by the trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the term "Tenant"date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this Lease upon the same terms and conditions and for the same consideration, if any, as used the bona fide offer made by such person, less any brokerage commissions which may be payable out of the consideration to be paid by such person for the assignment of this Lease. 16.04. If at any time Tenant shall have paid, within the applicable grace periods contained in said paragraphthis Lease, any sum of money claimed by Landlord to be due from Tenant hereunder and shall have accompanied such payment with a written reservation of rights under this Section 16.04 with respect thereto together with a brief statement of the reason for such reservation, Tenant, provided it does so within thirty (30) days after so paying any such sum, shall have the right (i) to give notice to Landlord of any dispute Tenant shall have with respect to the sum so paid which notice shall set forth the particulars of such dispute and (ii) if such dispute shall not include have been resolved within sixty (60) days after such notice, to institute an appropriate judicial action or proceeding (or an arbitration proceeding, in any instance where arbitration is expressly provided for by the assignor express provisions of this Lease) for the recovery of such disputed sum, or any part thereof which Tenant shall have paid. If it shall be finally judicially determined by judicial decision from which the time to appeal shall have expired (or by final determination of the arbitrator, as the case may be) that there shall have been no obligation on the part of Tenant to pay such disputed sum, or any part thereof, Landlord shall promptly repay to Tenant any such sum or so releasedmuch thereof as Tenant shall not have been required to pay under the provisions of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Investment Technology Group Inc)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an a general assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law (and such petition shall not be dismissed within 120 days after its filing), or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against (and if against, such petition shall not be dismissed within 120 days after its filing) Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, shall be appointed and not removed after a period of 120 days, then Landlord, at any time after the occurrence of any such receiverevent, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the term of this lease at the expiration of five days from the date of his appointment,service of such -124- 129 notice of intention, and upon the expiration of said five-day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this lease, but Tenant shall remain liable for damages as provided in Article 24. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent (i) Fixed Rent, and such default shall continue for ten (10) days after notice thereof from Landlord or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due,(ii) Additional Charges, and such default shall continue for a period of fifteen (15) days after notice thereof from Landlord, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as reasonably practicable and in any event within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 thirty (30) days, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such default, (iiy) shall not duly institute commence within said 30-day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)7, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 ten (10) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said ten (10) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 hereof24. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease -125- 130 shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord's request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term "Tenant", as used by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 7 (or if this Lease, refers to more than one person, then, as used in subparagraphs (alease shall be assumed by a trustee), (b), (c), (d) and (h) of this Article 16, said term the trustee or assignee shall be deemed to include all of such persons or cure any one of them,; if any of the obligations of Tenant default under this Lease is guaranteed, lease and shall provide adequate assurance of future performance by the term "Tenant", as used in said subparagraphs, shall be deemed to include also trustee or assignee including (i) the guarantor or, if there be more than one guarantor, all or any one source of them; payment of rent and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either performance of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability other obligations under this Lease, for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year's Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 for the calendar year preceding the year in which event such assignment is intended to become effective, which deposit shall be held by Landlord, without interest, for the balance of the term "as security for the full and faithful performance of all of the obligations under this lease on the part of Tenant yet to be performed, and that any such assignee of this lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (ii) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within 60 days after there has been an order for relief under the Bankruptcy Code, then this lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant"'s Property in the Premises, shall be and become the sole exclusive property of Landlord and shall be paid over to Landlord directly by such assignee. (c) If Tenant's trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as used the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in- possession, then notice of such proposed assignment, setting forth (x) the name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person's future performance under this lease, including, without limitation, the assurances referred to in said paragraphTitle 11 U.S.C. Section 365(b)(3) (as the -126- 131 same may be amended), shall not include be given to Landlord by the assignor so releasedtrustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this lease upon the same terms and conditions and for the same consideration, if any, as the bona fide offer made by such person, less any brokerage commissions which may be payable out of the consideration to be paid by such person for the assignment of this lease.

Appears in 1 contract

Samples: Lease (Goldman Sachs Group Inc)

Conditions of Limitation. RE-ENTRY - TERMINATION. This Lease and the herein term and estate hereby granted are subject to upon the limitation that: condition that if (a) Tenant shall neglect or fail to perform or observe any of the Tenant's covenants herein, including (without limitation) the covenants with regard to the payment when due of Rent; or (b) Tenant shall be involved in case financial difficulties as evidenced by an admission in writing by Tenant of Tenant's inability to pay its debts generally as they become due, or by the making or offering to make a composition of its debts with its creditors; or (c) Tenant shall make an assignment or trust mortgage, or other conveyance or transfer of like nature, of all or a substantial part of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawits creditors, or an involuntary petition under any bankruptcy or insolvency law (d) the leasehold hereby created shall be filed against taken on execution or by other process of law and shall not be revested in Tenant within sixty (60) days thereafter; or (e) a receiver, sequester, trustee or similar officer shall be appointed by a court of competent jurisdiction to take charge of all or a substantial part of Tenant's property and such involuntary petition is appointment shall not dismissed be vacated within 60 days after the filing thereof, sixty (b60) in case a petition is filed days; or (f) any proceeding shall be instituted by or against Tenant under the Reorganization provisions pursuant to any of the United States Bankruptcy Act or under the provisions of any Act of Congress or State law of like importrelating to bankruptcy, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act reorganization, arrangements, compositions or under the provisions of any law of like import, (d) in case a permanent receiverother relief from creditors, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, orand, in the case of any such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 daysproceeding instituted against it, if Tenant shall fail to have such proceeding dismissed within thirty (i30) shall not, promptly upon the giving days or if Tenant is adjudged bankrupt or insolvent as a result of any such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, proceeding; or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease Lease, or the term and estate hereby granted or the unexpired balance of the term hereof wouldthereby created, would (by operation of law or otherwise, ) devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under the Article 7 hereofof this Lease entitled "ASSIGNMENT, MORTGAGING, SUBLETTING, ETC." or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether vacate all or not the term thereof shall then have commenced) as a result substantially all of the default of Premises and fail to maintain the Property as required under the Lease; then, and in any such event Landlord may, in a manner consistent with applicable law, immediately or at any time thereafter declare this Lease terminated by notice to Tenant thereunder or, without further demand or notice, enter into and upon the Premises (or any part thereof in the name of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein containedwhole), then and in either such case (and without prejudice to any remedies which might otherwise be available for arrears of said cases Landlord may give Rent or other charges due hereunder or preceding breach of covenant and without prejudice to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenTenant's liability for damages as hereinafter stated), this Lease shall terminate. The words "re-entry" and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", re-enter" as used in this Lease, refers Lease are not restricted to more than one person, then, as their technical legal meaning. As used in subparagraphs (a), items (b), (c), (de) and (hd) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteedSection, the term "Tenant", as used in said subparagraphs, " shall also be deemed to include also the refer to any guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released's obligations hereunder.

Appears in 1 contract

Samples: Office Building Lease (NeuroMetrix, Inc.)

Conditions of Limitation. 11.1. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for if the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or Rent and any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due,such default shall continue for five (5) days after notice; (fb) in case if the Tenant shall default in observing any provision of Article Three and such default shall continue and shall not be remedied by the due keeping, Tenant within three (3) days after notice; (c) if the Tenant shall default in observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph subsection (ea) or (b) of this Article 16Section), and if such default shall continue and shall not be remedied by the Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of if such a default which cannot for causes beyond the Tenant's control cannot control, with due diligence be cured within said period of 10 thirty (30) days, if the Tenant (i) shall not, promptly upon the giving of such notice, advise give the Landlord in writing notice of the Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by the Landlord,, which period shall in no event exceed ninety (90) days; (gd) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the full term hereof of this Lease would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than the Tenant (except as expressly permitted under Article 7 hereofSix); (e) when and to the extent permitted by law, if a petition in bankruptcy shall be filed by or against the Tenant, or whenever if the Tenant shall desert or abandon make a general assignment for the premises benefit of its creditors, or the same Tenant shall become vacant (whether receive the keys are surrendered benefit of any insolvency or not an whether the rent be paid reorganization act, or not), or (h) in case if a receiver or trustee is appointed for any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result portion of the default of Tenant thereunder Tenant's property and such appointment is not vacated within sixty (60) days, or of if an execution or attachment shall be issued under which the occurrence of an event as therein provided (Space shall be taken or occupied by anyone other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), Tenant; then in any of said cases the Landlord may give to the Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such noticeLease, and, in the event that if such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days from the date of the notice is deemed given with the same effect as if that day the last of said three (3) days were the date hereinbefore set for originally specified as the expiration of the full term of this Lease, but the Tenant shall remain liable for damages as provided in Article 18 hereofthis Lease or pursuant to law. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphssubsections (a) to (e), inclusive, of this Section 11.1 shall be deemed to include the assignee and the assignor or either of them under any such assignment unless the Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraphsubsections, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Premier Research Worldwide LTD)

Conditions of Limitation. 27.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title II of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days of his appointment, then Landlord, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 29. 27.02. This Lease is subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Rent, or additional rent (b) if Tenant shall, whether by action or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eRent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor to prosecution for a crime (as more particularly described in the last sentence of Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such default, (ii) shall not duly institute commence within said fifteen (15) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord, , or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or whenever (d) if Tenant shall desert vacate or abandon the premises Demised Premises, or the same (e) if there shall become vacant be any default by Tenant (whether the keys are surrendered or not an whether the rent be paid any person which, directly or not)indirectly, or (hcontrols, is controlled by, or is under common control with Tenant) in case under any other lease held by Tenant from with Landlord (or any person which, directly or indirectly, controls, is controlled by, or is under common control with Landlord) which shall expire and terminate (whether or not be remedied within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein applicable grace period, if any, provided (therefor under such other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) business days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) business days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released29.

Appears in 1 contract

Samples: Office Lease (Audible Inc)

Conditions of Limitation. 24.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file imports or whenever a petition shall be filed by Tenant under the Arrangement provisions of the United States Bankruptcy Act or under the arrangement provisions of any law of like import, (d) in case , whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then Landlord, (a) at any time of receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case Whenever Tenant shall default in the payment of installment of fixed rent, or in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on Landlord, or any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after written notice thereof; or (fb) in case Whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days, thirty (30) days and the continuance of which for the period required for cure will not subject Landlord to risk of criminal liability or termination of any superior Lease or foreclosure of any superior mortgage if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, situation; (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or ; (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary; or (gc) in case Whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever 8; or (d) Whenever Tenant shall desert or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or not)unless as a result of a casualty) and fail to pay rent, or (he) If Tenant shall default in case the timely payment of rent or additional rent and any other lease held by such default shall continue to be repeated for a total of four (4) months in any period of twelve (12) months, then, notwithstanding that such defaults shall have each been cured within the applicable period, any similar default shall be deemed to be deliberate and Landlord may thereafter serve a notice of termination upon Tenant from Landlord shall expire without affording to Tenant opportunity to cure such default; then, and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is givenforegoing cases, this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced, shall, if the Landlord so elects, terminate upon ten (10) days written notice by Landlord to Tenant of Landlord's election to terminate the Lease and the term hereof shall expire and terminate upon come end on the expiration of said 3 days date fixed in such notice, with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for the rent and additional rent which subsequently accrues and for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released26.

Appears in 1 contract

Samples: Lease Agreement (I Many Inc)

Conditions of Limitation. Section 16.01 This Lease and the term Term and estate hereby granted are subject to the limitation limitations that: (a) if Tenant shall file a voluntary petition in case Tenant bankruptcy or insolvency, or shall be adjudicated a bankrupt or insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the present or any future federal bankruptcy code or any other present or future applicable federal, state or other statute or law (foreign or domestic), or shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under seek or consent or acquiesce in the appointment of any bankruptcy trustee, receiver or insolvency law, liquidator of Tenant or an involuntary petition under of all or any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof,part of Tenant's Property; or (b) in case if, within sixty (60) days after the commencement of any proceeding against Tenant, whether by the filing of a petition is filed by or against Tenant otherwise, seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or future federal bankruptcy code or any other present or future applicable federal, state or other statute or law (foreign or domestic), such proceeding shall not have been dismissed, or if, within sixty (60) days after the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filingtrustee, (c) in case if any financial statement or other financial information furnished by Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under Guarantor pursuant to the provisions of any law this Lease or at the request of like import,Landlord (including credit bureau reports or statements) shall evidence or disclose either net worth or net assets of Tenant or Guarantor at least 50% less than the net worth or net assets, as the case may be, shown in either the immediately prior financial statement or in the financial statement furnished at the time of execution of this Lease of Tenant or Guarantor, as the case may be, and Tenant fails to furnish to Landlord promptly after notice from Landlord to Tenant requesting it, an additional security deposit so that the aggregate amount of security then held by Landlord shall be equal to the aggregate of the Fixed Rent and Additional Rent payable hereunder for the twelve (12) full calendar months immediately preceding such notice, which security shall be held by Landlord pursuant to the terms of Article 35 until Tenant or Guarantor, as the case may be, shall furnish succeeding annual financial statements to Landlord evidencing increases of not less than 25% over each prior statement of Tenant and Guarantor, as the case may be, in both net worth and net assets; or (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment when due of any fixed rent installment of Fixed Rent or additional rent in the payment when due of any Additional Rent, and such default shall continue for a period of five (5) days after notice by Landlord to Tenant of such default; provided, however, that Tenant shall not be entitled to receive from Landlord more than two (2) notices in any twelve (12) month period for its failure to pay Fixed Rent or any other sum or charge payable hereunder by Additional Rent and thereafter Landlord shall not be obligated to provide Tenant to Landlord on any date upon which with notice of such default for a period of the same becomes due,following twelve (12) months; or (fe) in case if Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition term of this Lease on the Tenant's part of Tenant to be kept, observed or performed (other than a the payment of Fixed Rent and Additional Rent) and Tenant shall fail to remedy such default within twenty (20) days after notice by Landlord to Tenant of the character referred to in subparagraph (e) of this Article 16)such default, and or if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case is of such a default which for causes beyond Tenant's control nature that it cannot with due diligence be cured completely remedied within said period of 10 days, twenty (20) days if Tenant shall not (ix) shall not, promptly upon the giving by Landlord of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (iiy) shall not duly promptly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord,; and in any event prior to such time as would either (i) subject Landlord, Landlord's agents, the Superior Lessor, the Superior Mortgage or the Fee Mortgagee to prosecution for a crime or (ii) cause a default under the Superior Lease or the Superior Mortgage (provided Landlord shall have delivered a copy of such Superior Lease or Superior Mortgage to Tenant); or (gf) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof Term would, by operation of or law or otherwise, otherwise devolve upon, upon or pass to, to any person, firm, association or corporation person other than Tenant except as is expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), 21; then in any of said cases events Landlord may give to Tenant a notice of intention to terminate this Lease to end the term of this Lease Term and the estate hereby granted at the expiration of 3 three (3) days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term Term and estate hereby granted (whether or not the term Term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released17.

Appears in 1 contract

Samples: Lease Agreement (Jupiter Communications Inc)

Conditions of Limitation. 25.01 This Lease and the term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law of like importtrustee, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee receiver or liquidator shall be appointed for of Tenant or of all or for any substantial part of its properties, or whenever a permanent or temporary receiver of Tenant or of, or for, the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date service of his appointment,such notice of intention, and upon the expiration of said five (5) day period Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided as in Article 27. 25.02 This Lease and the Term and estate hereby granted and subject to the further limitation that, (ea) in case whenever Tenant shall default in the payment of any fixed rent installment of Fixed Rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord rent, on any date day upon which the same becomes due, shall be due and payable and such default shall continue for five (f5) in case days after the giving of notice thereof by Landlord, or (b) whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such thirty (30) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or (iiic) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, 18 or (d) whenever Tenant shall desert or abandon the premises Demised Premises, or a substantial portion of the same Demised Premises shall become remain vacant for a period of thirty (whether the keys are surrendered or not an whether the rent be paid or not)30) consecutive days, or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) unless such vacancy arises as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), casualty; then in any such event covered by subsections a, b, c or d of said cases this Section 25.2 at any time thereafter, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days this Lease and the Term and the estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Eventures Group Inc)

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy code or any other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law trustee, receiver or liquidator of like importTenant or of all or any substantial part of its properties, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiver, trustee or liquidator shall be appointed for temporary receiver of Tenant or of or for the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for 60 days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the term of this Lease at the expiration of ten (10) days from the date service of his appointment,such notice of intention, and upon the expiration of said ten (10) day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02. This Lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord rent, on any date day upon which the same becomes due,shall be due and payable and such default shall continue for ten (10) days after the date on which the same was due and payable; or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to the Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such fifteen (15) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then 10; Then in any of said cases such event at any time thereafter, Landlord may give to Tenant a notice of intention to end ending the term of this Lease at the expiration of 3 days from on the date of the giving service of such notice, and, in the event that such notice is given, and thereupon this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Clean Diesel Technologies Inc)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code (herein called the "Bankruptcy Code") or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of TenantTenant shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant at any time after the event continues for one hundred eighty (180) days, or (b) in any other case at any time after such event continues for sixty (60) days after written notice thereof has been given by Landlord to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord, may give Tenant and any such receiver, trustee or liquidator shall not have been discharged within 60 Leasehold Mortgagee a notice of intention to end the term of this lease at the expiration of ten (10) days from the date of his appointment,service of such notice of intention to Tenant and such Leasehold Mortgagee, and upon the expiration of said ten (10) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this lease, but Tenant shall remain liable for damages as provided in Article 24. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or Additional Charges and such failure continues for (i) thirty (30) days after written notice thereof has been given to Tenant and any other sum or charge payable hereunder by Tenant Leasehold Mortgagee whose name and address has been delivered to Landlord on and (ii) an additional thirty (30) days after written notice of such continued failure has been given to Tenant and any date upon which the same becomes due,such Leasehold Mortgagee, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph Fixed Rent or Additional Charges) and (ei) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord a written notice specifying the same, and (ii) such default shall thereafter continue and not be remedied within an additional thirty (30) days after Landlord shall have given to Tenant and any such Leasehold Mortgagee an additional written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period prior to the expiration of 10 dayssuch additional thirty (30) day period, if Tenant Tenant, or such Leasehold Mortgagee shall not (iA) shall not, promptly upon prior to the giving expiration of such notice, additional thirty (30) day period advise Landlord in writing of Tenant's its intention to duly institute take all steps reasonably necessary to remedy such default, (iiB) shall not duly institute commence prior to the expiration of such additional thirty (30) day period, and thereafter diligently prosecute to completion completion, all steps reasonably necessary to remedy the same, or default and (iiiC) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by (or additional notice, as the case may be) of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereofor Article 43 and (i) such event or contingency shall not be rescinded without adverse consequences, cost or whenever liability to Landlord within thirty (30) days after written notice thereof has been given by Landlord to Tenant and any Leasehold Mortgagee whose name and address has been delivered to Landlord and (ii) such event or contingency shall desert thereafter continue not to be rescinded without adverse consequences, cost or abandon the premises or the same shall become vacant liability to Landlord within thirty (whether the keys are surrendered or not an whether the rent be paid or not), or (h30) in case days after a second written notice thereof has been given by Landlord to Tenant and any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)such Leasehold Mortgagee, then in any of said cases Landlord may give to Tenant and any such Leasehold Mortgagee a notice of intention to end the term of this Lease lease at the expiration of 3 ten (10) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said ten (10) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 hereof24. All notices given to Tenant and any such Leasehold Mortgagee under this Section 22.02 shall contain a statement in at least 12-point bold type and capital letters stating "THIS IS A DEFAULT NOTICE" as a condition to the effectiveness thereof. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord's request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term "Tenant", as used by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 7 (or if this Lease, refers to more than one person, then, as used in subparagraphs (alease shall be assumed by a trustee), the trustee or assignee shall cure any default under this lease and shall provide adequate assurance of future performance by the trustee or assignee including (b), (c), (di) of the source of payment of rent and performance of other obligations under this lease and (hii) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the Bankruptcy Code, then this Article 16, said term lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to include retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant's trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (1) the name and address of such person, (2) all of the terms and conditions of such persons or any one of them,; if any of offer, and (3) the obligations of Tenant adequate assurance to be provided Landlord to assure such person's future performance under this Lease is guaranteedlease, including, without limitation, the term "Tenant", assurances referred to in Title 11 U.S.C. Section 365(b)(3) (as used in said subparagraphsthe same may be amended), shall be deemed given to include also Landlord by the guarantor ortrustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this lease upon the same terms and conditions and for the same consideration, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant"any, as used in said subparagraphsthe bona fide offer made by such person, shall less any brokerage commissions which may be deemed payable out of the consideration to include be paid by such person for the assignee and the assignor or either assignment of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedlease.

Appears in 1 contract

Samples: Lease (Reckson Associates Realty Corp)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for ninety (90) days, trustee or liquidator shall not have been discharged within 60 Landlord may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after receipt of notice of such default; or (fb) in case whenever Tenant shall be in default in the due keeping, observing or performance of any covenant, agreement, term, provision of its non-monetary obligations or condition of this Lease on the part of Tenant shall do or permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), 9. then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing Subsections (a), (b), and (c)) each being hereinafter referred to an “Event of Default”. Landlord may give written notice (“Termination Notice”) to Tenant specifying such Event of Default or Events of Default and stating that this Lease and the Term shall expire and terminate on the date specified in the Termination Notice, (d) and (h) of this Article 16, said term which date shall be deemed to include all of such persons or any one of them,; if any at least five (5) days after Tenant’s receipt of the obligations Termination Notice, and on the date specified therein, if the Event of Default as not been cured by the date specified in the Termination Notice, this Lease and Term and all rights of Tenant under this Lease is guaranteedshall expire and terminate as if that day were the Expiration Date, it being the term "Tenant"intention of the Landlord and Tenant hereby to create conditional limitations, and Tenant shall remain liable as used provided in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one Article 27 and in accordance with those provisions of them; and if this Lease shall have been assigned, which are specifically stated herein to survive the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor expiration or either other termination of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease (American Realty Capital New York Recovery Reit Inc)

Conditions of Limitation. RE-ENTRY - TERMINATION. This Lease and the term and estate hereby granted of this Lease are subject to upon the limitation that: condition that if (a) Lessee shall neglect or fail to perform or observe any of the Lessee's covenants contained in case Tenant this Lease, including (without limitation) the covenants with regard to the payment when due of Rent; or (b) Lessee shall be involved in financial difficulties as evidenced by an admission in writing by Lessee of Lessee's inability to pay its debts generally as they become due, or by the making or offering to make a composition of its debts with its creditors; or (c) Lessee shall make an assignment or trust mortgage, or other conveyance or transfer of like nature, of all or a substantial part of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawits creditors, or an involuntary petition under any bankruptcy or insolvency law (d) the leasehold created by this Lease shall be filed against Tenant taken on execution or by other process of law and shall not be revested in Lessee within sixty (60) days thereafter; or (e) a receiver, sequester, trustee or similar officer shall be appointed by a court of competent jurisdiction to take charge of all or a substantial part of Lessee's property and such involuntary petition is appointment shall not dismissed be vacated within 60 days after the filing thereof, sixty (b60) in case a petition is filed days; or (f) any proceeding shall be instituted by or against Tenant under the Reorganization provisions Lessee pursuant to any of the United States Bankruptcy Act or under the provisions of any Act of Congress or state law of like importrelating to bankruptcy, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act reorganization, arrangements, compositions or under the provisions of any law of like import, (d) in case a permanent receiverother relief from creditors, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, orand, in the case of any such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 daysproceeding instituted against it, if Tenant Lessee shall fail to have such proceeding dismissed within sixty (i60) shall not, promptly upon the giving days or if Lessee is adjudged bankrupt or insolvent as a result of any such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, proceeding; or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease Lease, or the term and estate hereby granted or the unexpired balance of the term hereof wouldcreated by this Lease, would (by operation of law or otherwise, ) devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Lessee, except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term 10 of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Geltex Pharmaceuticals Inc)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary if a petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization any provisions of the United States Bankruptcy Act Code or under the provisions of any other bankruptcy or insolvency law or any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the Term of this Lease at the expiration of 5 days from the date of his appointment,service of such notice of intention, and upon the expiration of said 5 day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02. This Lease and the Term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment fail to pay any installment of any fixed annual rent or any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date upon which the day the same becomes due,is due and payable pursuant to the terms hereof, and such default shall continue for 5 days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 15 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 days15 days and the continuation of the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of the Over Lease or any superior lease or foreclosure of any superior mortgage, if Tenant shall not (i) shall not, promptly upon the giving of such notice, within said 15 day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said 15 day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or or (d) whenever Tenant the demised premises shall desert or abandon the premises or the same shall become vacant be abandoned (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of such a casualty), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then thereunder: in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, set forth in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs foregoing Subsections (a), (b), (c), (d) ), or (e), Landlord may give to Tenant a notice of intention to end the Term at the expiration of 3 days from the date of the service of such notice of intention, and (h) upon the expiration of said 3 days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 1618. 16.03. Notwithstanding the cure periods provided for in Section 16.02(b), said term such cure periods shall be deemed reduced to include all such number of such persons or days as is necessary so as to avoid placing Landlord in default under the provisions of any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedcurrently existing Superior Instrument.

Appears in 1 contract

Samples: Sublease Agreement (Idealab)

Conditions of Limitation. 22.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant’s obligations under this Lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, or liquidator shall not have been discharged within 60 such guarantor, as the case may be, at any time after the event continues for ninety (90) days, or (b) in any other case at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) business days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) business day period this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. 22.02 This Lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant Additional Charges, and such default shall continue for ten (10) days after written notice thereof has been given to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daystwenty (20) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Superior Mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, (iii) subject the Building or Land, or any part thereof, to any lien or encumbrance which is not removed or bonded within the time period required under this Lease, or (iv) result in the termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not (ix) shall not, promptly upon the giving of such notice, within said twenty (20) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps reasonably necessary to remedy such default, (iiy) shall not duly institute commence within said 20-day period, and thereafter diligently prosecute to completion all steps reasonably necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever or (d) if Tenant shall desert or abandon the premises or Premises and fails to keep the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)secure, or (he) in case if there shall be any default by Tenant under any other lease held by with Landlord (or any person which, directly or indirectly, controls, is controlled by, or is under common control with, Landlord) covering space in the Building which shall not be remedied within the applicable grace period, if any, provided therefor under such other lease, or if Tenant from Landlord shall expire and terminate (whether or not holds over in the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (premises demised under such other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. . (a) If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one personand this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, thenstate or foreign law of like import, as used or in subparagraphs the event of termination of this Lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a), (b), (c), (d) pay to Landlord all Fixed Rent and (h) of this Article 16, said term shall be deemed Additional Charges then due and payable to include all of such persons or any one of them,; if any of the obligations of Tenant Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such Lease provided, at the term "Tenant"same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as used are contained in said subparagraphsthis Lease, except that (i) the rights of the lessee under the new lease, shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if there be more than one guarantor, all the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) If pursuant to the United States Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 hereof (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the trustee or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (a) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, without interest, for the balance of the term "as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed) and that any such assignee of this Lease shall have a net worth exclusive of good will, computed in accordance with generally accepted accounting principles, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (b) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the United States Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (a) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (b) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant", as used ’s Property in said subparagraphsthe Premises, shall be deemed and become the sole exclusive property of Landlord and shall be paid over to include Landlord directly by such assignee. If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to assign the assignee and same (pursuant to Title 11 U.S.C. Section 365, as the assignor same may be amended) to any person, including, without limitation, any individual, partnership or either corporate entity, who shall have made a bona fide offer to accept an assignment of them under any this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such assignment unless Landlord shall, in connection with such proposed assignment, release setting forth (x) the assignor from any further liability name and address of such person, (y) all of the terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person’s future performance under this Lease, including, without limitation, the assurances referred to in which Title 11 U.S.C. Section 365(b)(3) (as the same may be amended), shall be given to Landlord by the trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the term "Tenant"date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this Lease upon the same terms and conditions and for the same consideration, if any, as used in said paragraphthe bona fide offer made by such person, shall not include less any brokerage commissions which may be payable out of the assignor so releasedconsideration to be paid by such person for the assignment of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Heidrick & Struggles International Inc)

Conditions of Limitation. 15.1. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for if the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or Rent and any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes duesuch default shall continue for five (5) days after notice, (fb) in case if the Tenant shall default in observing any provision of Article Three or of subsection (e) or (f) of Section 6.1. and such default shall continue and shall not be remedied by the due keeping, Tenant within seventy-two (72) hours after notice, (c) if the Tenant shall default in observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph subsection (ea) or (b) of this Article 16Section), and if such default shall continue and shall not be remedied by the Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of if such a default which cannot for causes beyond the Tenant's control cannot control, with due diligence be cured within said period of 10 fifteen (15) days, if the Tenant (i) shall not, promptly upon the giving of such notice, advise give the Landlord in writing notice of the Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by the Landlord, which period shall in no event exceed ninety (90) days, (gd) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the full term hereof of this Lease would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than the Tenant (except as expressly permitted under Article 7 hereofSeven), or whenever if the Tenant shall desert or abandon the premises Premises or the same shall become vacant (whether or not the keys are be surrendered or not an whether the rent be paid or notis paid), or (he) when and to the extent permitted by law, if a petition in case bankruptcy shall be filed by or against the Tenant, or if the Tenant shall make a general assignment for the benefit of its creditors, or the Tenant shall receive the benefit of any other lease held by Tenant from Landlord shall expire and terminate (whether insolvency or not the term thereof shall then have commenced) as reorganization act, or if a result receiver or trustee is appointed for any portion of the default of Tenant thereunder Tenant's property and such appointment is not vacated within sixty (60) days, or of if an execution or attachment shall be issued under which the occurrence of an event as therein provided (Premises shall be taken or occupied by anyone other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Tenant, then in any of said cases the Landlord may give to the Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such noticeLease, and, in the event that if such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 five (5) days from the date the notice is deemed given with the same effect as if that day the last of said five (5) days were the date hereinbefore set for originally specified as the expiration of the full term of this Lease, but the Tenant shall remain liable for damages as provided in Article 18 hereofthis Lease or pursuant to law. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphssubsections (a) to (e), inclusive, of this Section 15.1., shall be deemed to include the assignee and the assignor or either of them under any such assignment unless the Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraphsubsections, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (G Iii Apparel Group LTD /De/)

Conditions of Limitation. 24.01. This Lease and the term Term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law trustee, receiver or liquidator of like importTenant or of all or any substantial part of its properties, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiver, trustee or liquidator shall be appointed for temporary receiver of Tenant or of or for the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding then, Landlord, (A) at any time after receipt of notice of the occurrence of any such event, or (B) if such event or act occurs without the acquiescence of Tenant, and such receiverat any time after the event or act continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date service of his appointment,such notice of intention, and upon expiration of said five (5) day period this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 26. 24.02. This Lease and the Term and estate hereby granted are subject to the further limitation that (eA) in case whenever Tenant shall default in the payment of any fixed rent installment of Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord Additional Rent, on any date day upon which the same becomes due,shall be due and payable and such default shall continue for ten (10) days after Landlord shall have given Tenant notice of such default, or (fB) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 9.01) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such fifteen (15) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,or (gC) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest herein or the estate hereby granted or any portion thereof or the unexpired balance of the term hereof Term would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)8, or (hD) in case any other lease held by whenever Tenant from Landlord shall expire and terminate abandon the Demised Premises, or a substantial portion of the Demised Premises shall remain vacant for a period of ten (whether or not the term thereof shall then have commenced10) consecutive days, unless such vacancy arises as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)casualty, then in any of said cases such event at any time thereafter, Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 five (5) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released26.

Appears in 1 contract

Samples: Lease (RSL Communications PLC)

Conditions of Limitation. 25.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may (a), at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for ninety (90) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this Lease at the expiration of thirty (30) days from the date of his appointment,service of such notice of intention, and upon the expiration of said thirty (30) day period this Lease and term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27, For purposes of this Section 25.01, the term “Tenant” shall include any guarantor of this Lease. 25.02 This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any fixed rent or additional rent Fixed Rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, or (fb) in case whenever Tenant shall default in the due keeping, observing observance or performance of any covenantcovenant or agreement (except as provided in Sections 25.02(a), agreement(c), term(d), provision (e), (f), (g), (h), or condition of this Lease on the part of Tenant (i)) or do or permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant’s obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord as shall reasonably be necessary, (but in no instance shall such remedy be completed later than one hundred-twenty (120) days from the giving of notice by Landlord,), or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof36, or or (d) whenever Tenant shall vacate, desert or abandon the premises or the same shall become vacant Demised Premises (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) in case if Tenant or any Affiliate defaults under any other lease held by with Landlord or any Affiliate of Landlord, which default shall continue beyond any applicable grace period provided under such other Lease, or (f) if Tenant from Landlord shall expire fail to take possession of the Demised Premises within thirty (30) days after the Commencement Date, or (g) if (i) Tenant shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to Tenant, or seeking to adjudicate Tenant a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, liquidation, dissolution, composition or other relief with respect to Tenant or Tenant’s debts, or (B) seeking appointment or a receiver, trustee, custodian or other similar official for Tenant or for all or any substantial part of Tenant’s property; or (ii) there shall be commenced against Tenant any case, proceeding or other action of a nature referred to in clause (i) above or seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of Tenant’s property, which case, proceeding or other action (x) results in the entry of an order for relief or (y) remains undismissed, undischarged or unbonded for a period of ninety (90) days; or (iv) Tenant shall take any action consenting to or approving of any of the acts set forth in clause (i) or (ii) above; or (v) Tenant shall generally not, or shall not be unable to, pay Tenant’s debts as they become due or shall admit in writing Tenant’s inability to pay Tenant’s debts; (h) if Tenant is a corporation and terminate shall cease to exist as a corporation in good standing in the state of its incorporation, or if Tenant is a partnership or other entity and Tenant shall be dissolved or otherwise liquidated; or (i) if a default of the kind set forth in Section 25.02(a) or (b) shall occur and have been cured, and if a similar default shall occur more than once within the next 365 days, whether or not such similar defaults are cured within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), applicable grace period; then in any of said cases as set forth in the foregoing subsections (a), (b), (c), (d), (e), (f), (g), (h) and (i), Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 often (10) business days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is givenexpiration often (10) business days, this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Tangoe Inc)

Conditions of Limitation. 24.1. This Lease and the term and estate hereby granted are subject to the limitation that: that (a) in case whenever Tenant or any Guarantor shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or (b) whenever an involuntary petition under any bankruptcy or insolvency law shall be filed or an involuntary proceeding shall be commenced against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act any Guarantor, or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant Guarantor or of or for the property of TenantTenant or Guarantor, and shall be appointed, then Landlord (i) if such receiverevent occurs without the acquiescence of Tenant or Guarantor, trustee as the case may be, at any time after the event continues for one hundred twenty (120) days, or liquidator shall not have been discharged within 60 (ii) in any other case at any time after the occurrence of such event, may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date of this Lease, but Tenant shall remain liable for damages as provided in Article 26. As used in this Section 24.1, the term "bankruptcy or insolvency law" shall include the reorganization or arrangement or compromise provisions thereof. 24.2. This Lease and the Term and estate hereby granted are subject to the further limitations that if any of the following events shall occur (an "Event of Default"): (ea) in case Tenant shall fail to pay any of the Fixed Rent or the Additional Rent within five (5) days after notice from Landlord stating that such Rent is due, or (b) Tenant shall, whether by action or inaction, fail to perform any of its obligations under this Lease (other than a default in the payment of any fixed rent the Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (fAdditional Rent) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Mortgagee to prosecution for a crime or any other tine or charge, (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, (iii) subject the Building or the Land, or any part thereof, to any lien or encumbrance which will not be removed and discharged in accordance with the express terms of this Lease, or (iv) result or be likely to result in the termination of any Superior Lease or foreclosure of any Mortgage, if Tenant shall not (ix) shall not, promptly upon within said thirty (30) day period acknowledge the giving existence of such notice, default and advise Landlord in writing of Tenant's intention to duly institute take all steps necessary to remedy such default, (iiy) shall not duly institute commence within said thirty (30) day period and thereafter diligently prosecute to completion all steps necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord,to Tenant, or (gc) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or Premises (and the same fact that any of Tenant's Property) remains in the Premises shall become vacant (whether not be conclusive evidence that Tenant has not abandoned the keys are surrendered or not an whether the rent be paid or notPremises), or (hd) in case a default shall occur and continue beyond any other lease held by Tenant from Landlord shall expire applicable grace or cure period, if any, under any guaranty executed and terminate (whether or not the term thereof shall then have commenced) as a result of the default delivered on behalf of Tenant thereunder in connection with or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant with respect to a cancellation or termination option therein contained)this Lease, then in any of said cases Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 five (5) days this Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof26. 24.3. Nothing in this Article 24 shall be deemed to require Landlord to give the notices therein provided for prior to the commencement of a summary proceeding for nonpayment of rent or a plenary action for recovery of rent on account of any default in the payment of the same it being intended that such notices are for the sole purpose of creating a conditional limitation hereunder pursuant to which this Lease shall terminate and if Tenant thereafter remains in possession after such a termination it shall do so as a holdover tenant. (a) If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one personand this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, thenstate or foreign law of like import, as used or in subparagraphs (a), (b), (c), (d) and (h) the event of termination of this Article 16Lease by reason of any such proceeding, said term the assignor or any of its predecessors in interest under this Lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall be deemed (i) pay to include Landlord all of such persons or any one of them,; if any of the obligations of Tenant Fixed Rent and the Additional Rent then due and payable to Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (ii) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date at the same Fixed Rent and Additional Rent and upon the then executory terms, covenants and conditions as are contained in this Lease, except that the term "Tenant", as used in said subparagraphs, rights of the lessee under the new lease shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of person claiming through or under such assignee, (y) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence to the extent such defaults are capable of being cured, and (z) such new lease shall require the lessee to pay all of the Additional Rent which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after the Landlord's request to do so, then in addition to all other rights and remedies by reason of such default under this Lease, at law, or in equity, Landlord shall have the same rights and remedies against the lessee as if there be more than one guarantor, all the lessee had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the lessee thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the term "Tenant"trustee or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (i) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of security reasonably satisfactory to Landlord with Landlord in an amount equal to the sum of six (6) calendar months' Fixed Rent then reserved hereunder plus an amount equal to all of the Additional Rent payable under Article 3 and other provisions of this Lease for the six (6) calendar months preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, in an interest bearing account, for the balance of the Term as used security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed and that any such assignee of this Lease shall have a net worth exclusive of good will computed in said subparagraphsaccordance with generally accepted accounting principles, equal to at least five (5) times the aggregate of the annual Fixed Rent reserved hereunder plus all of the Additional Rent for the preceding calendar year as aforesaid) and (ii) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase (other than to a de minimis extent) the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the Bankruptcy Code (or such longer period of up to one hundred twenty (120) days as the bankruptcy court will permit), then this Lease shall be deemed rejected. Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to include retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant received or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (A) the assignee brokerage commissions, reasonable attorneys' fees and the assignor or either of them under any such assignment unless Landlord shall, disbursements and advertising expenses actually paid by Tenant to independent third parties in connection with such assignment, release (B) the assignor from amount of any further liability transfer gains or similar taxes payable by Tenant by reason of such assignment, and (C) any portion of such consideration reasonably designated by the assignee as paid for the purchase of Tenant's Property in the Premises, shall, to the extent of any losses suffered by Landlord hereunder (i.e., the failure of Landlord to receive the benefits to which Landlord is or may be entitled under the terms of this Lease, in which event including, without limitation, all accrued but unpaid Rent under this Lease or interest on any amounts not paid when due hereunder), be and become the term "sole and exclusive property of Landlord and shall be paid over to Landlord directly by such assignee. (c) If Tenant"'s trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to assign the same (pursuant to Title 11 U.S.C. Section 365, as used the same may be amended) to any Person, including, without limitation, any individual partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (i) the name and address of such Person, (ii) all of the terms and conditions of such offer, and (iii) the adequate assurance to be provided Landlord to assure such Person's future performance under the lease, including, without limitation, the assurances referred to in said paragraphTitle 11 U.S.C. Section 364(b)(3) (as the same may be amended), shall not include be given to Landlord by the assignor so releasedtrustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment and assumption, and Landlord shall thereupon have the prior right and option, to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, to accept an assignment of this Lease upon the same terms and conditions and for the same consideration, if any, as the bona fide offer made by such Person, less any brokerage commissions which may be payable out of the consideration to be paid by such Person for the assignment of this Lease. 24.5. Tenant, on behalf of itself and any and all persons claiming through or under Tenant, does hereby waive and surrender all right and privilege which it, they or any of them might have under or by reason of any present or future law, to redeem the Premises or to have a continuance of this Lease after being dispossessed or ejected therefrom by process of law or under the terms of this Lease or after the termination of this Lease as provided in this Lease.

Appears in 1 contract

Samples: Lease Agreement (Wellchoice Inc)

Conditions of Limitation. 26.1 This Lease and the term Term and estate hereby granted are subject to the limitation limitations that: (a) if Tenant shall file a voluntary petition in case Tenant bankruptcy or insolvency, or commence an action under the Bankruptcy Code, or shall be adjudicated a debtor, or insolvent, or shall file any petition or answer seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the Bankruptcy Code or any other present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law (foreign or domestic), or shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under seek or consent or acquiesce in the appointment of any bankruptcy trustee, receiver or insolvency law, liquidator of Tenant or an involuntary petition under of all or any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof,substantial part of Tenant’s property; or (b) in case if, within sixty (60) days after the commencement of any proceeding and/or action against Tenant, whether by the filing of a petition is filed by or otherwise, seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the Bankruptcy Code or any other present or future federal bankruptcy act or any other present or future applicable federal, state or other statute or law (foreign or domestic), such proceeding shall not have been stayed or dismissed, or if, within sixty (60) days after the appointment of any trustee, custodian, receiver or liquidator of Tenant or of all or any substantial part of Tenant’s property, without the consent or acquiescence of Tenant, such appointment shall not have been vacated or otherwise discharged, or if any execution or attachment shall be issued against Tenant under or any substantial part of Tenant’s property pursuant to which the Reorganization provisions of the United States Bankruptcy Act Premises shall be taken or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions occupied or attempted to be one filed against Tenant which is dismissed within 60 days after its filing,taken or occupied; or (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment when due of any fixed rent Base Rent or additional rent or any other sum or charge payable hereunder by Additional Rent and Tenant shall fail to Landlord on any date upon which the same becomes due,remedy such default within ten (10) business days after Landlord’s notice of such default; or (fd) in case if Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition term of this Lease on the Tenant’s part of Tenant to be kept, observed or performed (other than a the payment of Base Rent and Additional Rent) and Tenant shall fail to remedy such default within thirty (30) days after Notice of the character referred to in subparagraph (e) of this Article 16)such default, and or if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case is of such a default which for causes beyond Tenant's control nature that it cannot with due diligence be cured completely remedied within said period of 10 days, thirty (30) days if Tenant shall not (ix) shall not, promptly upon the giving by Landlord of such noticeNotice, advise Landlord in writing of Tenant's ’s intention to duly institute all steps necessary to remedy such defaultsituation, (iiy) shall not duly promptly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice Notice by Landlord and in any event prior to such time as would either (i) subject Landlord,, Landlord’s agents, any Superior Landlord or Superior Mortgagee to criminal prosecution or civil liability, including, without limitation, the imposition or threatened imposition of an order to vacate or revocation or suspension of the certificate of occupancy for the Building or the Premises, or (ii) cause a default under any Superior Lease or any Superior Mortgage; or (ge) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof Term would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation person other than Tenant except as is expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), 20; then in any of said cases Landlord may give to Tenant a notice events, an “Event of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term Default” shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so releasedexist.

Appears in 1 contract

Samples: Lease (Franklin Credit Management Corp)

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant or any Guarantor (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 90 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment duties within 90 days of his appointment then Landlord, at any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)any such event, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof27. 25.02. If This Lease is subject to the term "further limitations that: (a) if Tenant shall fail to make payment of any Rent within ten (10) days of the date due, or (b) if Tenant shall, whether by action or inaction, be in default of any of its obligations under this Lease (other than a default in the payment of Rent) and such default shall continue and not be remedied within thirty (30) days after Landlord shall have given to Tenant a notice specifying the same, or, in the case of a default which cannot with due diligence be cured within a period of thirty (30) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor or prosecution for a crime or offense (as more particularly described in Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) within said thirty (30) day period advise Landlord of Tenant"’s intention to take all steps necessary to remedy such default, (ii) duly commence within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the default, and (iii) complete such remedy within a reasonable time after the date of said notice by Landlord, or (c) if any event shall occur or any contingency shall arise whereby this Lease would, by operation of law or otherwise, devolve upon or pass to any person, firm or corporation other than Tenant, except as used expressly permitted by Article 11, or (d) if Tenant shall abandon the Demised Premises, then in any of said cases, Landlord may give to Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of the service of such notice of intention, and upon the expiration of said five (5) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, refers to more than one person, then, but Tenant shall remain liable for damages as used provided in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Switch & Data Facilities Company, Inc.)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant's obligations under this Lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, be appointed, then Landlord (ea) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying event occurs without the sameacquiescence of Tenant, oror such guarantor, in as the case of such a default which may be, at any time after the event continues for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 ninety (90) days, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iiib) shall not remedy the same within a reasonable in any other case at any time after the date of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)any such event, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 five days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five-day period this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (New York Times Co)

Conditions of Limitation. 17.1 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord Additional Rent on any date upon which the same Fixed Rent or Additional Rent becomes due,due and such default shall continue for ten (10) days after Landlord shall have given to Tenant a notice specifying the default, provided that Landlord shall not be required to give such notice with respect to a default in payment of Fixed Rent more than two (2) times in any twelve (12) month period; (fb) in case if Tenant shall default in the due keeping, observing observance or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16Section 17.1(a)), and if such the default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the samedefault, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 daysthe thirty (30) day period, if Tenant (i) shall not, not promptly upon the giving of such notice, advise the notice of default give Landlord in writing notice of Tenant's intention to duly institute all steps necessary to remedy such the default, (ii) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not remedy the same default within a reasonable time after the date of the giving of said the notice by Landlord,; or (gc) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under Article 7 12 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases the event that (a), (b) or (c) occurs, Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving of such the notice, and, in the event that such the notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 the three (3) days with the same effect as if that day the last of the three (3) days were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but and Tenant shall remain liable for damages as provided in Article 18 hereof. If this Lease or pursuant to law. 17.2 In addition, this Lease and the term "Tenant", as used in this Lease, refers and estate hereby granted are subject to more than one person, then, as used in subparagraphs the limitation that whenever (a) Tenant, or any guarantor of Tenant's obligations under this Lease (the "Guarantor"), shall commence any case, proceeding or other action (1) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts; or (2) seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its assets, or Tenant or the Guarantor shall make a general assignment for the benefit of its creditors; or (b)) there shall be commenced against Tenant or the Guarantor any case, proceeding or other action of a nature referred to in clause (a) above that (1) results in the entry of an order for relief or any adjudication or appointment or (2) remains undismissed, undischarged or unbonded for a period of sixty (60) days; or (c)) Tenant or the Guarantor shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the acts set forth in clauses (a) and (b) above; or (d) and (h) Tenant or the Guarantor shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; then Landlord may give Tenant a notice of intention to end the term of this Article 16, said term shall be deemed to include all Lease at the expiration often (10) days from the date of such persons or any one of them,; if any service of the obligations notice of Tenant under this Lease is guaranteedintention, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.upon the

Appears in 1 contract

Samples: Lease Agreement (Goldman Sachs Group Inc)

Conditions of Limitation. 25.01 This Lease and the term and estate hereby granted are subject inter alia to the limitation that: (a) in case that whenever Tenant shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any alleging an act of bankruptcy or insolvency law is filed against Tenant, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or any future federal bankruptcy act or any other present or future applicable federal, state or other statute or law, or shall seek or consent to or acquiesce in the Reorganization provisions of the United States Bankruptcy Act or under the provisions appointment of any law of like importtrustee, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee receiver or liquidator shall be appointed for of Tenant or of all or for any substantial part of its properties, or whenever a permanent or temporary receiver of Tenant or of, or for, the property of Tenant shall be appointed, or if Tenant shall plead bankruptcy or insolvency as a defense in any action or proceeding, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for sixty (60) days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date service of his appointment,such notice of intention, and upon the expiration of said five (5) day period Lease and the Term and estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided as in Article 27. 25.02 This Lease and the Term and estate hereby granted and subject to the further limitation that, (ea) in case whenever Tenant shall default in the payment of any fixed rent installment of Fixed Rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord rent, on any date day upon which the same becomes due, shall be due and payable and such default shall continue for five (f5) in case days after the giving of notice thereof by Landlord, or (b) whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability or termination of any superior lease or foreclosure of any superior mortgage, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii) shall not duly institute within such fifteen (15) day period and thereafter promptly and diligently prosecute to completion all steps necessary to remedy the same, or (iiic) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord, (g) in case whenever any event shall occur or any contingency shall arise whereby this Lease or any interest therein or the estate hereby granted or any portion thereof or the unexpired balance of the term Term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, 18 or (d) whenever Tenant shall desert or abandon the premises Demised Premises, or a substantial portion of the same Demised Premises shall become remain vacant for a period of ten (whether the keys are surrendered or not an whether the rent be paid or not)10) consecutive days, or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) unless such vacancy arises as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), casualty; then in any such event covered by subsections a, b, c or d of said cases this Section 25.2 at any time thereafter, Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 three (3) days this Lease and the Term and the estate hereby granted, whether or not the Term shall theretofore have commenced, shall terminate with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Office Lease Agreement (Star Telecommunications Inc)

Conditions of Limitation. 22.01. This Lease lease and the term and estate hereby granted are subject to the limitation that: (a) in case Tenant that whenever Tenant, or any guarantor of Tenant's obligations under this lease, shall make an assignment of its property for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant or such guarantor under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant or such guarantor under the Reorganization reorganization provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant, or such guarantor, under the Arrangement arrangement provisions of the United States Bankruptcy Act Code or under the provisions of any law of like import, (d) in case , or whenever a permanent receiverreceiver of Tenant, trustee or liquidator shall be appointed for Tenant such guarantor, or of or for the property of Tenant, and or such receiverguarantor, trustee shall be appointed, then Landlord (a) if such event occurs without the acquiescence of Tenant, or liquidator shall not have been discharged within 60 such guarantor, as the case may be, at any time after the event continues for ninety (90) days, or (b) in any other case at any time after the occurrence of any such event, may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this lease, but Tenant shall remain liable for damages as provided in Article 24 hereof. 22.02. This lease and the term and estate hereby granted are subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant Additional Charges, and such default shall continue for ten (10) days after written notice thereof has been given to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed lease (other than a default in the payment of the character referred to in subparagraph (eFixed Rent or Additional Charges) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not (i) subject Landlord or any Superior Lessor or any Superior Mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Building or Land, or any part thereof, to being condemned or vacated, (iii) subject the Building or Land, or any part thereof, to any lien or encumbrance which is not removed or bonded within the time period required under this lease, or (iv) result in the termination of any -125- Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not (iA) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute take all steps reasonably necessary to remedy such default, (iiB) shall not duly institute commence within said thirty (30) day period, and thereafter diligently prosecute to completion all steps reasonably necessary to remedy the same, or default and (iiiC) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by of Landlord,, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Leaselease, but Tenant shall remain liable for damages as provided in Article 18 24 hereof. All notices given under this Section 22.02 shall contain a statement in bold type and capital letters stating "THIS IS A DEFAULT NOTICE" as a condition to the effectiveness thereof. (a) If Tenant shall have assigned its interest in this lease, and this lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, state or foreign law of like import, or in the event of termination of this lease by reason of any such proceeding, the assignor or any of its predecessors in interest under this lease, upon request of Landlord given within ninety (90) days after such disaffirmance or rejection shall (a) pay to Landlord all Fixed Rent and Additional Charges then due and payable to Landlord under this lease to and including the date of such disaffirmance or rejection and (b) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the same Fixed Rent and Additional Charges and upon the then executory terms, covenants and conditions as are contained in this lease, except that (i) the rights of the lessee under the new lease, shall be subject to any possessory rights of the assignee in question under this lease and any rights of persons claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Charges which, had this lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the lessee shall fail or refuse to enter into the new lease within ten (10) days after Landlord's request to do so, then in addition to all other rights and remedies by reason of such default, under this lease, at law or in equity, Landlord shall have the same rights and remedies against the lessee as if the lessee had entered into such new lease and such new lease had thereafter -126- been terminated at the beginning of its term "Tenant", as used by reason of the default of the lessee thereunder. (b) If pursuant to the United States Bankruptcy Code Tenant is permitted to assign this lease in disregard of the restrictions contained in Article 7 hereof (or if this Lease, refers to more than one person, then, as used in subparagraphs (alease shall be assumed by a trustee), the trustee or assignee shall cure any default under this lease and shall provide adequate assurance of future performance by the trustee or assignee including (b)i) of the source of payment of rent and performance of other obligations under this lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one (1) year's Fixed Rent then reserved hereunder plus an amount equal to all Additional Charges payable under Article 3 hereof for the calendar year preceding the year in which such assignment is intended to become effective, (c)which deposit shall be held by Landlord, (dwithout interest, for the balance of the term as security for the full and faithful performance of all of the obligations under this lease on the part of Tenant yet to be performed) and (h) that any such assignee of this Article 16lease shall have a net worth exclusive of good will, said term computed in accordance with GAAP, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Charges for the preceding calendar year as aforesaid and (ii) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within sixty (60) days after there has been an order for relief under the Bankruptcy Code, then this lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to include all retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant receives or is to receive any valuable consideration for such an assignment of this lease, such consideration, after deducting therefrom (A) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (B) any portion of such persons or any one consideration reasonably designed by the assignee as paid for the purchase of them,; if any of Tenant's Property in the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphsPremises, shall be deemed and become the sole exclusive property of Landlord and shall be paid over to include also Landlord directly by such assignee. If Tenant's trustee, Tenant or Tenant as debtor-in-possession assumes this lease and proposes to assign the guarantor orsame (pursuant to Title 11 U.S.C. Section 365, if there as the same may be more than one guarantoramended) to any person, all including, without limitation, any individual, partnership or any one of them; and if this Lease corporate entity, who shall have been assignedmade a bona fide offer to accept an assignment of this lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (1) the name and address of such person, (2) all of the terms and conditions of such offer, and (3) the adequate assurance to be provided Landlord to assure such person's future performance under this lease, including, without limitation, the term "Tenant", assurances referred to in Title 11 U.S.C. Section 365(b)(3) (as used in said subparagraphsthe same may be amended), shall be deemed given to include Landlord by the assignee trustee, Tenant or Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and the assignor or either of them under any approval to enter into such assignment unless and assumption, and Landlord shallshall thereupon have the prior right and option, in connection with to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, release to accept an assignment of this lease upon the assignor from any further liability under this Leasesame terms and conditions and for the same consideration, in which event the term "Tenant"if any, as used in said paragraphthe bona fide offer made by such person, shall not include less any brokerage commissions which may be payable out of the assignor so releasedconsideration to be paid by such person for the assignment of this lease.

Appears in 1 contract

Samples: Lease (Citigroup Inc)

Conditions of Limitation. 16.1. This Lease and the term Term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall be unable to pay its debts generally as they become due, or shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall consent to, or acquiesce in, the appointment of a liquidator, receiver, trustee, or other custodian of itself or the whole or any part of its properties or assets, or shall commence a voluntary case for relief under the United States Bankruptcy Code or file a voluntary petition or take advantage of any bankruptcy or insolvency act or applicable law of like import, or whenever an involuntary case under the United States Bankruptcy Code shall be commenced against Tenant or if a petition shall be filed against it seeking similar relief under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any other applicable law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee liquidator, trustee, or liquidator shall be appointed for other custodian of Tenant or of or for substantially all of the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond appointed without Tenant's control cannot with due diligence be cured within said period of 10 daysconsent or acquiescence, if Tenant (i) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultthen, (iia) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii) shall not remedy the same within a reasonable at any time after the date receipt of the giving of said notice by Landlord, (g) in case any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, or pass to, any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an any such event, or (b) if such event as therein provided (other than by expiration occurs without the acquiescence of Tenant, at any time after the fixed term thereof or pursuant to a cancellation or termination option therein contained)event continues for 30 days, then in any of said cases Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 ten (10) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is givenexpiration of said ten (10) day period, this Lease and the term Term and estate hereby granted (granted, whether or not the term Term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof18. 16.2. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this This Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any Term and estate hereby granted are subject to further liability under this Lease, in which event the term "Tenant", limitation as used in said paragraph, shall not include the assignor so released.follows:

Appears in 1 contract

Samples: Lease Agreement (Micros to Mainframes Inc)

Conditions of Limitation. 16.01. This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of such notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for ninety (90) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. 16.02. This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent annual rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 twenty (20) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daystwenty (20) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said twenty (20) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said twenty (20) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof wouldshall, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 11 hereof, or or (d) whenever Tenant shall desert vacate or abandon the demised premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or notunless as a result of a casualty), or (he) whenever in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), or (f) whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, provision or condition of Article 5 hereof on the part of Tenant to be kept, observed or performed and if such default shall continue and shall not be remedied by Tenant within 72 hours after Landlord shall have given to Tenant a notice specifying the same, then in any of said cases set forth in the foregoing Subsections (a), (b), (c), (d), (e) and (f) Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 three (3) days from the date of the giving service of such notice, and, in notice of intention and upon the event that such notice is given, expiration of said three (3) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (24/7 Media Inc)

Conditions of Limitation. This Lease 25.01 To the extent permitted by applicable law this lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues unstayed for ninety (90) days, trustee or liquidator shall not have been discharged within 60 may give Tenant a notice of intention to end the term of this lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period this lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 27. 25.02 This lease and the term and estate hereby granted are subject to the further limitation that: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for fifteen (15) days after Landlord shall have given Tenant a notice specifying such default; or (fb) in case whenever Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Section 10.02), if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said thirty (30) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,of Landlord as shall reasonably be necessary; or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease lease or the estate hereby granted or the unexpired balance of the term hereof wouldshall, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof9, or whenever Tenant shall desert or abandon the premises or and if the same shall become vacant continue for fifteen (whether the keys are surrendered or not an whether the rent be paid or not), or (h15) in case any other lease held by Tenant days after notice thereof from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), Landlord; then in any of said cases set forth in the foregoing Subsections (a), (b) and (c), Landlord may give to Tenant a notice of intention to end the term of this Lease lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this LeaseExpiration Date, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Ivillage Inc)

Conditions of Limitation. This Lease and the term and estate hereby granted are subject to the limitation thatthat if prior to or during the term of this Lease: (a) in case A. Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 ninety (90) days after the filing thereof, (b) in case a B. A petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States State Bankruptcy Act or under the provisions of any law of like import, unless such petitioner petition under said Reorganization reorganization provisions be one filed against Tenant which is dismissed within 60 ninety (90) days after its filing, (c) in case C. Tenant shall file a petition under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a D. A permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall have not have been discharged within 60 ninety (90) days from the date of his appointment, (e) in case E. Tenant shall default in the payment of any fixed rent or additional rent or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, and such default shall continue for ten (10) days, (f) in case F. Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant to be kept, observed or performed (other than a default of the character referred to in subparagraph (e) of this Article 16)performed, and if such default shall continue and shall not be remedied by Tenant within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default of a material provision of this Agreement which for causes beyond Tenant's control cannot with due diligence be cured within said period of 10 thirty (30) days, if Tenant (i1) shall not, promptly upon the giving of such notice, advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such default, (ii2) shall not duly institute and thereafter diligently prosecute to completion all steps necessary to remedy the same, or (iii3) shall not remedy the same within a reasonable time after the date of the giving of said notice by Landlord,. (g) in case any G. Any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association or corporation other than Tenant except as expressly permitted under Article 7 II hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are be surrendered or not an and whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. H. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a)A, (b)B, (c)C, (d) D and (h) G of this Article 1619, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", ," as used in said subparagraphsparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or of any one of them; and if this Lease shall have been assigned, the term "Tenant", ," as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", ," as used in said paragraphsubparagraphs, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement (Amedia Networks, Inc.)

Conditions of Limitation. 16.01 This Lease and the term and estate hereby granted are subject to the limitation that: (a) in case that whenever Tenant shall make an assignment of its the property of Tenant for the benefit of creditors creditors, or shall file a voluntary petition under any bankruptcy or insolvency law, law or an any involuntary petition alleging an act of bankruptcy or insolvency shall be filed against Tenant under any bankruptcy or insolvency law law, or whenever a petition shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file or whenever a petition shall be filed by Tenant under the Arrangement arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case , or whenever a permanent receiver, trustee or liquidator shall be appointed for receiver of Tenant or of or for the property of Tenant shall be appointed, then, Landlord may, (a) at any time after receipt of notice of the occurrence of any such event, or (b) if such event occurs without the acquiescence of Tenant, and such receiverat any time after the event continues for thirty (30) days, trustee or liquidator shall not have been discharged within 60 give Tenant a notice of intention to end the term of this Lease at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the Expiration Date, but Tenant shall remain liable for damages as provided in Article 18. 16.02 This Lease and the term and estate hereby granted are subject to further limitation as follows: (ea) in case whenever Tenant shall default in the payment of any installment of fixed rent annual rent, or in the payment of any additional rent or any other sum or charge payable hereunder by Tenant to Landlord Landlord, on any date day upon which the same becomes due,ought to be paid, and such default shall continue for five (5) days after Landlord shall have given Tenant a notice specifying such default, or (fb) in case whenever Tenant shall default in the due keeping, observing do or performance of any covenant, agreement, term, provision or condition of this Lease on the part of Tenant permit anything to be keptdone, observed whether by action or performed (other than a default inaction, contrary to any of the character referred to in subparagraph (e) of this Article 16)Tenant's obligations hereunder, and if such default situation shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a happening or default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuation of which for the period required for cure will not subject Landlord to the risk of criminal liability (as more particularly described in Article 8 hereof) or termination of any superior lease or foreclosure of any superior mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's intention to duly institute all steps necessary to remedy such defaultsituation, (ii) shall not duly institute within said fifteen (15) day period, and thereafter diligently and continuously prosecute to completion all steps necessary to remedy the same, or same and (iii) shall not complete such remedy the same within a reasonable such time after the date of the giving of said notice by Landlord,to Landlord as shall reasonably be necessary, or (gc) in case whenever any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)11, or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained), then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease at the expiration of 3 days from the date of the giving of such notice, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were the date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Sublease Agreement (Eyetech Pharmaceuticals Inc)

Conditions of Limitation. 24.01 Upon the occurrence of a Bankruptcy Event with respect to Tenant or any Guarantor, Landlord may end the Term of this Lease by giving written notice of same to Tenant, and immediately upon the giving of such notice this Lease and the term and estate hereby granted, whether or not the term shall theretofore have commenced, shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 26. For purposes of this Lease, a “Bankruptcy Event” shall be deemed to have occurred with respect to the Tenant or any Guarantor if (i) such Person makes an assignment for the benefit of creditors, (ii) such Person commences a voluntary case or proceeding under any applicable Legal Requirement (including, without limitation, Title 11 of the United States Code) in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, liquidation, dissolution or relief of debtors, (iii) such Person is adjudged a bankrupt or insolvent, or has entered against it an order for relief or similar adjudication, in any proceeding in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, dissolution, liquidation or relief of debtors, (iv) such Person files a petition or answer seeking for itself any reorganization, arrangement, composition, readjustment, liquidation or similar relief under any law (including, without limitation, Title 11 of the United States Code) of any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction), (v) such Person files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against it in any proceeding in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, dissolution, liquidation or relief of debtors, (vi) such Person seeks, consents to or acquiesces in the appointment of a trustee, receiver, assignee, liquidator, conservator, administrator, sequestrator, custodian or similar official for the Person or of all or any substantial part of its assets, (vii) such person admits in writing its inability to pay its debts generally as they become due, or (viii) any involuntary case, proceeding or other action against such Person shall be commenced in any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) seeking to have an order for relief entered against it as a debtor or to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, liquidation, dissolution, composition of it or its debts or similar relief under any Legal Requirement (including, without limitation, Title 11 of the United States Code) of any jurisdiction (including, without limitation, the United States, any state or any foreign jurisdiction) relating to bankruptcy, insolvency, reorganization, dissolution, liquidation or relief of debtors, or seeking appointment of a trustee, receiver, assignee, liquidator, conservator, administrator, sequestrator, custodian or similar official for it or for all or any substantial part of its property, and such case, proceeding or other action (A) results in the entry of any order for relief or similar adjudication against it, or (B) shall remain undismissed for a period of one hundred twenty (120) days. 24.02 This Lease and the term and estate hereby granted are subject to the limitation further limitations (each an “Event of Default”) that: (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency law, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in case a petition is filed by or against Tenant under the Reorganization provisions of the United States Bankruptcy Act or under the provisions of any law of like import, unless such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed within 60 days after its filing, (c) in case Tenant shall file a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee or liquidator shall be appointed for Tenant or of or for the property of Tenant, and such receiver, trustee or liquidator shall not have been discharged within 60 days from the date of his appointment, (e) in case if Tenant shall default in the payment of any fixed rent Fixed Rent or additional rent or any other sum or charge payable hereunder by Tenant Additional Rent when due, and such default shall continue for ten (10) days after written notice thereof has been given to Landlord on any date upon which the same becomes due,Tenant, or (fb) if Tenant shall, whether by action or inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eRent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant as soon as practicable and in any event within 10 thirty (30) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysthirty (30) days and the continuance of which for the period required for cure will not (i) subject Landlord, the Board of Managers or any Superior Lessor or any Mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Unit, the Building or the Land, or any part thereof, to being condemned or vacated, (iii) subject the Unit, the Building or the Land, or any part thereof, to any lien (which Tenant shall not have discharged by bond or otherwise, provided, however, nothing contained in this Section 24.02(b) shall be construed as enlarging any cure periods specified in Section 24.01) or encumbrance, or (iv) result in the termination of any Superior Lease or foreclosure of any Mortgage, if Tenant shall not (ix) shall not, promptly upon within said thirty (30) day period acknowledge the giving existence of such notice, default and advise Landlord in writing of Tenant's ’s intention to duly institute take all steps necessary to remedy such default, (iiy) shall not duly institute commence within said thirty (30) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the same, or default and (iiiz) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord,to Tenant and in any event within ninety (90) days after the end of the initial thirty (30) day period, or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, would by operation of law or otherwise, devolve upon, upon or pass to, to any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof, or whenever Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not)7, or (hd) in case if Tenant shall abandon the Premises for more than thirty (30) consecutive days, or (e) if there shall be any default by Tenant (or any person which, directly or indirectly, controls, is controlled by, or is under common control with Tenant) under any other lease held by Lease with Landlord (or any person which, directly or indirectly, controls, is controlled by, or is under common control with Landlord) which shall not be remedied within the applicable cure period, if any, provided therefor under such other lease, or (f) if Tenant from shall cause Landlord, as owner of the Unit, to be in default under the Condominium Documents beyond any applicable notice and cure period; or (g) if a default of the kind set forth in Section 24.02(a) or Section 24.02(b) shall have occurred two (2) times in any twelve (12) month period, and if either (i) Tenant shall cure such default within the applicable cure period or (ii) Landlord shall, at its sole discretion, permit Tenant to cure such default after the applicable cure period had expired, and if a similar default shall expire and terminate thereafter occur within the next three hundred sixty-five (365) days, whether or not such similar default or defaults is or are cured within the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)applicable cure period, then in any of said cases Landlord may give to Tenant a notice of intention to end the term Term of this Lease at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in and upon the event that such notice is given, expiration of said five (5) days this Lease and the term and estate hereby granted (granted, whether or not the term shall theretofore have commenced) , shall expire and terminate upon the expiration of said 3 days with the same effect as if that day were was the date hereinbefore set day herein definitely fixed for the end and expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 26 hereof. Any provision hereof to the contrary notwithstanding, if prior to the Commencement Date this Lease terminates pursuant to this Article 24, the period which would have constituted the Term hereof but for such termination shall be determined as if the Term hereof had commenced on the day preceding such termination. 24.03 Nothing in this Article 24 shall be deemed to require Landlord to give the notices therein provided for prior to the commencement of a summary proceeding for nonpayment of rent or a plenary action for recovery of rent on account of any default in the payment of the same, it being intended that such notices are for the sole purpose of creating a conditional limitation hereunder pursuant to which this Lease shall terminate and if Tenant thereafter remains in possession after such a termination it shall do so as a holdover tenant. (a) If the term "Tenant", as used Tenant shall have assigned its interest in this Lease, refers to more than one personand this Lease shall thereafter be disaffirmed or rejected in any proceeding under the United States Bankruptcy Code or under the provisions of any Federal, thenstate or foreign law of like import, as used or in subparagraphs (a), (b), (c), (d) and (h) the event of termination of this Article 16Lease by reason of any such proceeding, said term shall be deemed to include all of such persons the assignor or any one of them,; if any its predecessors in interest under this Lease, upon request of the obligations of Tenant Landlord given within ninety (90) days after such disaffirmance or rejection shall (A) pay to Landlord all Fixed Rent and Additional Rent then due and payable to Landlord under this Lease is guaranteedto and including the date of such disaffirmance or rejection and (B) enter into a new lease as lessee with Landlord of the Premises for a term commencing on the effective date of such disaffirmance or rejection and ending on the Expiration Date, unless sooner terminated as in such lease provided, at the term "Tenant"same Fixed Rent and Additional Rent and upon the then executory terms, covenants and conditions as used are contained in said subparagraphsthis Lease, except that (i) the rights of the lessee under the new lease shall be deemed subject to include also any possessory rights of the guarantor orassignee in question under this Lease and any rights of person claiming through or under such assignee, (ii) such new lease shall require all defaults existing under this Lease to be cured by the lessee with reasonable diligence, and (iii) such new lease shall require the lessee to pay all Additional Rent which, had this Lease not been disaffirmed or rejected, would have become due after the effective date of such disaffirmance or rejection with respect to any prior period. If the assignor shall fail or refuse to enter into the new lease within ten (10) days after the Landlord’s request to do so, then in addition to all other rights and remedies by reason of such default, under this Lease, at law, or in equity, Landlord shall have the same rights and remedies against the assignor as if there be more than one guarantor, all the assignor had entered into such new lease and such new lease had thereafter been terminated at the beginning of its term by reason of the default of the assignor thereunder. (b) If pursuant to the Bankruptcy Code Tenant is permitted to assign this Lease in disregard of the restrictions contained in Article 7 hereof (or any one of them; and if this Lease shall have been assignedbe assumed by a trustee), the trustee, or assignee shall cure any default under this Lease and shall provide adequate assurance of future performance by the trustee or assignee including (A) of the source of payment of rent and performance of other obligations under this Lease (for which adequate assurance shall mean the deposit of cash security with Landlord in an amount equal to the sum of one year’s Fixed Rent then reserved hereunder plus an amount equal to all Additional Rent payable under Article 3 hereof or other provisions of this Lease for the calendar year preceding the year in which such assignment is intended to become effective, which deposit shall be held by Landlord, without interest, for the balance of the term "as security for the full and faithful performance of all of the obligations under this Lease on the part of Tenant yet to be performed and that any such assignee of this Lease shall have a net worth exclusive of good will, computed in accordance with GAAP, equal to at least ten (10) times the aggregate of the annual Fixed Rent reserved hereunder plus all Additional Rent for the preceding calendar year as aforesaid) and (B) that the use of the Premises shall in no way diminish the reputation of the Building as a first-class mixed use office building or impose any additional burden upon the Building or increase the services to be provided by Landlord. If all defaults are not cured and such adequate assurance is not provided within ninety (90) days after there has been an order for relief under the Bankruptcy Code, then this Lease shall be deemed rejected, Tenant or any other person in possession shall vacate the Premises, and Landlord shall be entitled to retain any rent or security deposit previously received from Tenant and shall have no further liability to Tenant or any person claiming through Tenant or any trustee. If Tenant received or is to receive any valuable consideration for such an assignment of this Lease, such consideration, after deducting therefrom (x) the brokerage commissions, if any, and other expenses reasonably incurred by Tenant for such assignment and (y) any portion of such consideration reasonably designed by the assignee as paid for the purchase of Tenant", as used ’s Property in said subparagraphsthe Premises, shall be deemed and become the sole and exclusive property of Landlord and shall be paid over Landlord directly by such assignee. (c) If Tenant’s trustee, Tenant or Tenant as debtor-in-possession assumes this Lease and proposes to include assign the assignee same (pursuant to Title 11 U.S.C. Section 365, as the same may be amended) to any person, including, without limitation, any individual, partnership or corporate entity, who shall have made a bona fide offer to accept an assignment of this Lease on terms acceptable to the trustee, Tenant or Tenant as debtor-in-possession, then notice of such proposed assignment, setting forth (x) the name and address of such person, (y) all of the assignor terms and conditions of such offer, and (z) the adequate assurance to be provided Landlord to assure such person’s future performance under the Lease, including, without limitation, the assurances referred to in Title 11 U.S.C. Section 364(b)(3) (as the same may be amended), shall be given to Landlord by the trustee, Tenant or either Tenant as debtor-in-possession no later than twenty (20) days after receipt by the trustee, Tenant or Tenant as debtor-in-possession of them under such offer, but in any event no later than ten (10) days prior to the date that the trustee, Tenant or Tenant as debtor-in-possession shall make application to a court of competent jurisdiction for authority and approval to enter into such assignment unless and assumption, and Landlord shallshall thereupon have the prior right and option, in connection with to be exercised by notice to the trustee, Tenant or Tenant as debtor-in-possession, given at any time prior to the effective date of such proposed assignment, release to accept an assignment of this Lease upon the assignor from same terms and conditions and for the same consideration, if any, as the bona fide offer made by such person, less any further liability under brokerage commissions which may be payable out of the consideration to be paid by such person for the assignment of this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released.

Appears in 1 contract

Samples: Lease Agreement

Conditions of Limitation. 25.01. This Lease and the term and estate hereby granted are is subject to the limitation that: that whenever Tenant (a) in case Tenant shall make an assignment of its property for the benefit of creditors or shall file a voluntary petition under any bankruptcy or insolvency lawcreditors, or an involuntary petition under any bankruptcy or insolvency law shall be filed against Tenant and such involuntary petition is not dismissed within 60 days after the filing thereof, (b) in shall commence a voluntary case a petition is filed by or have entered against Tenant it an order for relief under any chapter of the Reorganization provisions Federal Bankruptcy Code (Title 11 of the United States Bankruptcy Act Code) or any similar order or decree under any federal or state law, now in existence, or hereafter enacted having the provisions of any law of like importsame general purpose, unless and such petitioner under said Reorganization provisions be one filed against Tenant which is dismissed order or decree shall have not been stayed or vacated within 60 30 days after its filing, entry, or (c) in case Tenant shall file cause, suffer, permit or consent to the appointment of a petition under the Arrangement provisions of the United States Bankruptcy Act or under the provisions of any law of like import, (d) in case a permanent receiver, trustee trustee, administrator, conservator, sequestrator, liquidator or liquidator shall be appointed for Tenant similar official in any federal, state or foreign judicial or nonjudicial proceeding, to hold, administer and/or liquidate all or substantially all of or for the property of Tenantits assets, and such receiver, trustee or liquidator appointment shall not have been revoked, terminated, stayed or vacated and such official discharged of his duties within 60 30 days of his appointment, then Landlord, at any time after the occurrence of any such event, may give Tenant a notice of intention to end the Term at the expiration of five (5) days from the date of his appointment,service of such notice of intention, and upon the expiration of said five (5) day period, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date of this Lease, but Tenant shall remain liable for damages as provided in Article 27. 25.02. This Lease is subject to the further limitations that: (ea) in case if Tenant shall default in the payment of any fixed rent Rent, and such default shall not be cured within five (5) days after written notice or additional rent (b) if Tenant shall, whether by action or any other sum or charge payable hereunder by Tenant to Landlord on any date upon which the same becomes due, (f) inaction, be in case Tenant shall default in the due keeping, observing or performance of any covenant, agreement, term, provision or condition of its obligations under this Lease on the part of Tenant to be kept, observed or performed (other than a default in the payment of the character referred to in subparagraph (eRent) of this Article 16), and if such default shall continue and shall not be remedied by Tenant within 10 fifteen (15) days after Landlord shall have given to Tenant a written notice specifying the same, or, in the case of such a default which for causes beyond Tenant's control cannot with due diligence be cured within said a period of 10 daysfifteen (15) days and the continuance of which for the period required for cure will not subject Landlord or any Superior Lessor to prosecution for a crime (as more particularly described in the penultimate sentence of Section 12.02) or termination of any Superior Lease or foreclosure of any Superior Mortgage, if Tenant shall not, (i) shall not, promptly upon the giving of such notice, within said fifteen (15) day period advise Landlord in writing of Tenant's ’s intention to duly institute take all steps necessary to remedy such default, (ii) shall not duly institute commence within said fifteen (15) day period, and thereafter diligently prosecute to completion all steps necessary to remedy the samedefault, or and (iii) shall not complete such remedy the same within a reasonable time after the date of the giving of said notice by Landlord, , or (gc) in case if any event shall occur or any contingency shall arise whereby this Lease or the estate hereby granted or the unexpired balance of the term hereof would, by operation of law or otherwise, devolve upon, upon or pass toto any Person, any person, firm, association firm or corporation other than Tenant Tenant, except as expressly permitted under by Article 7 hereof11, or whenever (d) if Tenant shall desert or abandon the premises or the same shall become vacant (whether the keys are surrendered or not an whether the rent be paid or not), or (h) in case any other lease held by Tenant from Landlord shall expire and terminate (whether or not the term thereof shall then have commenced) as a result of the default of Tenant thereunder or of the occurrence of an event as therein provided (other than by expiration of the fixed term thereof or pursuant to a cancellation or termination option therein contained)Demised Premises, then in any of said cases Landlord may give to Tenant a notice of intention to end the term of this Lease Term at the expiration of 3 five (5) days from the date of the giving service of such noticenotice of intention, and, in the event that such notice is given, this Lease and the term and estate hereby granted (whether or not the term shall theretofore have commenced) shall expire and terminate upon the expiration of said 3 days five (5) days, whether or not the Term shall theretofore have commenced, this Lease shall terminate with the same effect as if that day were the expiration date hereinbefore set for the expiration of the term of this Lease, but Tenant shall remain liable for damages as provided in Article 18 hereof. If the term "Tenant", as used in this Lease, refers to more than one person, then, as used in subparagraphs (a), (b), (c), (d) and (h) of this Article 16, said term shall be deemed to include all of such persons or any one of them,; if any of the obligations of Tenant under this Lease is guaranteed, the term "Tenant", as used in said subparagraphs, shall be deemed to include also the guarantor or, if there be more than one guarantor, all or any one of them; and if this Lease shall have been assigned, the term "Tenant", as used in said subparagraphs, shall be deemed to include the assignee and the assignor or either of them under any such assignment unless Landlord shall, in connection with such assignment, release the assignor from any further liability under this Lease, in which event the term "Tenant", as used in said paragraph, shall not include the assignor so released27.

Appears in 1 contract

Samples: Lease Agreement (Vs Direct Inc.)