Common use of Defaults and Landlords Remedies Clause in Contracts

Defaults and Landlords Remedies. The following rights and remedies of the Landlord shall be cumulative, and none shall exclude any other right or remedy allowed by law: If any voluntary or involuntary petition under any section of any bankruptcy act shall be filed by or against Tenant, or any voluntary or involuntary proceeding in any court or tribunal shall be instituted to declare the Tenant insolvent or unable to pay Tenant’s debts, and in the case of an involuntary petition or proceeding, the petition or proceeding is not dismissed within thirty (30) days from the date it is filed, Landlord may elect, upon notice of such election, to terminate this Lease. If Tenant defaults in the payment of any installment of the rent and does not cure the default within five (5) days after notice, or if Tenant defaults in the prompt performance of any other provision of this Lease and does not cure such other default within ten (10) days, or forthwith if the default involves a hazardous condition, after written notice by Landlord, or if the leasehold interest of Tenant be levied upon under execution or be attached by process of law, or if Tenant makes an assignment for the benefit of creditors, or if a receiver be appointed for any property of Tenant, or if Tenant abandons or vacates the Leased Premises, Landlord may terminate this Lease and Tenant’s right to possession of the Leased Premises or, without terminating this Lease, forthwith terminate Tenant’s right to possession of the Leased Premises. Upon any termination of this Lease, or upon any termination of the Tenant’s right to possession without termination of the Lease, Tenant shall immediately vacate the Leased Premises and deliver possession to Landlord. If Landlord elects to terminate Tenant’s rights to possession only, without terminating this Lease, Landlord may, at Landlord’s option, enter into the Leased Premises, remove Tenant’s signs and other evidences of tenancy, and take and hold possession thereof without such entry and possession terminating this Lease or releasing Tenant from the obligation to pay the rent hereunder for the full Term. Upon and after entry into possession without termination of this Lease, Landlord may relet the Leased Premises or any part thereof for the account of Tenant for such rent, for such time and upon such terms as Landlord in its sole discretion shall determine, and Landlord shall not be required to accept any tenant offered by Tenant or to observe any instructions given by Tenant about such reletting. A reletting for a term longer than the then remaining Lease Term shall not constitute an acceptance by Landlord of a surrender of this Lease or a waiver of any of Landlord’s rights hereunder. In any such case, Landlord may make repairs, alterations and additions in or to the Leased Premises, and redecorate the same to the extent reasonably deemed necessary or desirable by Landlord, and Tenant shall, upon demand, pay the cost thereof, together with Landlord’s expense of the reletting. If the consideration collected by Landlord upon any such reletting for Tenant’s account is not sufficient to pay monthly the full amount of the rent reserved in this Lease, together with the costs of repairs, alterations, additions, redecorating and Landlord’s expenses of reletting, Tenant shall pay to Landlord the amount of each monthly deficiency upon demand. Any property which may be removed from the Leased Premises by the Landlord pursuant to the authority of this Lease or of law, to which Tenant is or may be entitled, may be handled, removed or stored by Landlord at the risk, cost and expense of Tenant, and Landlord shall in no event be responsible for the value, preservation or safekeeping thereof. Tenant shall pay to Landlord, upon demand, any and all expenses incurred in such removal and all storage charges against such property so long as the same shall be in Landlord’s possession or under Landlord’s control. Any such property of Tenant not retaken from storage by Tenant within thirty (30) days after the end of the Lease Term, however terminated, shall be conclusively presumed to have been conveyed by Tenant to Landlord under this Lease as a b▇▇▇ of sale. In the event Tenant defaults in the performance of any of the terms, covenants, agreements or conditions contained in this Lease and Landlord places the enforcement of this Lease, or any part thereof, or the collection of any rent due, or to become due hereunder or recovery of the possession of the Leased Premises in the hands of an attorney, or files suit upon the same, Tenant agrees to pay Landlord’s reasonable attorney’s fees. Failure of Landlord to declare any default immediately upon occurrence thereof, or delay in taking any action in connection therewith, shall not waive such default, but Landlord shall have the right to declare any such default at any time and take such action as might be lawful or authorized hereunder, either at law or in equity. If Landlord shall default in the performance or observance of any agreement, condition or provision in this Lease and shall not cure such default within thirty (30) days after notice in writing from Tenant specifying the default (or shall not within said period commence to cure such default and thereafter prosecute the curing of such default to completion with due diligence) then the Tenant may at any time thereafter cure such default and the Landlord shall reimburse the Tenant for any amount reasonably paid and any expense or contractual liability reasonably so incurred.

Defaults and Landlords Remedies. The following rights and remedies of the Landlord shall be cumulative, and none shall exclude any other right or remedy allowed by law: : (a) If any voluntary or involuntary petition under any section of any bankruptcy act shall be filed by or against Tenant, or any voluntary or involuntary proceeding in any court or tribunal shall be instituted to declare the Tenant insolvent or unable to pay Tenant’s debts, and in the case of an involuntary petition or proceeding, the petition or proceeding is not dismissed within thirty (30) days from the date it is filed, Landlord may elect, upon notice of such election, to terminate this Lease. , unless Tenant continues to pay rent and adopts the Lease in such proceeding. (b) If Tenant defaults in the payment of any installment of the rent and does not cure the default within five (5) days after notice, or if Tenant defaults in the prompt performance of any other provision of this Lease and does not cure such other default within ten (10) days, or forthwith if the default involves a hazardous condition, after written notice by Landlord, or if the leasehold interest of Tenant be levied upon under execution or be attached by process of law, or if Tenant makes an assignment for the benefit of creditors, or if a receiver be appointed for any property of Tenant, or if Tenant abandons or vacates the Leased Premises, Landlord may terminate this Lease and Tenant’s right to possession of the Leased Premises or, without terminating this Lease, forthwith terminate Tenant’s right to possession of the Leased Premises. . (c) Upon any termination of this Lease, or upon any termination of the Tenant’s right to possession without termination of the Lease, Tenant shall immediately vacate the Leased Premises and deliver possession to Landlord. . (d) If Landlord elects to terminate Tenant’s rights to possession only, without terminating this Lease, Landlord may, at Landlord’s option, enter into the Leased Premises, remove Tenant’s signs and other evidences of tenancy, and take and hold possession thereof without such entry and possession terminating this Lease or releasing Tenant from the obligation to pay the rent hereunder for the full Term. Upon and after entry into possession without termination of this Lease, Landlord may relet the Leased Premises or any part thereof for the account of Tenant for such rent, for such time and upon such terms as Landlord in its sole discretion shall determine, and Landlord shall not be required to accept any tenant offered by Tenant or to observe any instructions given by Tenant about such reletting. A reletting for a term longer than the then remaining Lease Term shall not constitute an acceptance by Landlord of a surrender of this Lease or a waiver of any of Landlord’s rights hereunder. In any such case, Landlord may make repairs, alterations and additions in or to the Leased Premises, and redecorate the same to the extent reasonably deemed necessary or desirable by Landlord, and Tenant shall, upon demand, pay the cost thereof, together with Landlord’s expense of the reletting. If the consideration collected by Landlord upon any such reletting for Tenant’s account is not sufficient to pay monthly the full amount of the rent reserved in this Lease, together with the costs of repairs, alterations, additions, redecorating and Landlord’s expenses of reletting, Tenant shall pay to Landlord the amount of each monthly deficiency upon demand. . (e) Any property which may be removed from the Leased Premises by the Landlord pursuant to the authority of this Lease or of law, to which Tenant is or may be entitled, may be handled, removed or stored by Landlord at the risk, cost and expense of Tenant, and Landlord shall in no event be responsible for the value, preservation or safekeeping thereof. Tenant shall pay to Landlord, upon demand, any and all expenses incurred in such removal and all storage charges against such property so long as the same shall be in Landlord’s possession or under Landlord’s control. Any such property of Tenant not retaken from storage by Tenant within thirty (30) days after the end of the Lease Term, however terminated, shall be conclusively presumed to have been conveyed by Tenant to Landlord under this Lease as a b▇▇▇▇ of sale. . (f) In the event Tenant defaults in the performance of any of the terms, covenants, agreements or conditions contained in this Lease and Landlord places the enforcement of this Lease, or any part thereof, or the collection of any rent due, or to become due hereunder or recovery of the possession of the Leased Premises in the hands of an attorney, or files suit upon the same, Tenant agrees to pay Landlord’s Landlord reasonable attorney’s fees. fees and expenses. (g) Failure of Landlord to declare any default immediately upon occurrence thereof, or delay in taking any action in connection therewith, shall not waive such default, but Landlord shall have the right to declare any such default at any time and take such action as might be lawful or authorized hereunder, either at law or in equity. (h) A default under the Operations Lease shall be a default under this Lease. If In the event of a default under the Operations Lease, Landlord shall may exercise against Tenant or the Leased Premises all remedies provided for such a default in under the performance or observance of any agreement, condition or provision in this Lease and shall not cure such default within thirty (30) days after notice in writing from Tenant specifying the default (or shall not within said period commence to cure such default and thereafter prosecute the curing of such default to completion with due diligence) then the Tenant may at any time thereafter cure such default and the Landlord shall reimburse the Tenant for any amount reasonably paid and any expense or contractual liability reasonably so incurredOperations Lease.

Defaults and Landlords Remedies. The following rights and remedies of the Landlord shall be cumulative, and none shall exclude any other right or remedy allowed by law: : (a) If any voluntary or involuntary petition under any section of any bankruptcy act shall be filed by or against Tenant, or any voluntary or involuntary proceeding in any court or tribunal shall be instituted to declare the Tenant insolvent or unable to pay Tenant’s debts, and in the case of an involuntary petition or proceeding, the petition or proceeding is not dismissed within thirty (30) days from the date it is filed, Landlord may elect, upon notice of such election, to terminate this Lease. , unless Tenant continues to pay rent and adopts the Lease in such proceeding. (b) If Tenant defaults in the payment of any installment of the rent and does not cure the default within five (5) days after notice, or if Tenant defaults in the prompt performance of any other provision of this Lease and does not cure such other default within ten (10) days, or forthwith if the default involves a hazardous condition, after written notice by Landlord, or if the leasehold interest of Tenant be levied upon under execution or be attached by process of law, or if Tenant makes an assignment for the benefit of creditors, or if a receiver be appointed for any property of Tenant, or if Tenant abandons or vacates the Leased Premises, Landlord may terminate this Lease and Tenant’s right to possession of the Leased Premises or, without terminating this Lease, forthwith terminate Tenant’s right to possession of the Leased Premises. . (c) Upon any termination of this Lease, or upon any termination of the Tenant’s right to possession without termination of the Lease, Tenant shall immediately vacate the Leased Premises and deliver possession to Landlord. . (d) If Landlord elects to terminate Tenant’s rights to possession only, without terminating this Lease, Landlord may, at Landlord’s option, enter into the Leased Premises, remove Tenant’s signs and other evidences of tenancy, and take and hold possession thereof without such entry and possession terminating this Lease or releasing Tenant from the obligation to pay the rent hereunder for the full Term. Upon and after entry into possession without termination of this Lease, Landlord may relet the Leased Premises or any part thereof for the account of Tenant for such rent, for such time and upon such terms as Landlord in its sole discretion shall determine, and Landlord shall not be required to accept any tenant offered by Tenant or to observe any instructions given by Tenant about such reletting. A reletting for a term longer than the then remaining Lease Term shall not constitute an acceptance by Landlord of a surrender of this Lease or a waiver of any of Landlord’s rights hereunder. In any such case, Landlord may make repairs, alterations and additions in or to the Leased Premises, and redecorate the same to the extent reasonably deemed necessary or desirable by Landlord, and Tenant shall, upon demand, pay the cost thereof, together with Landlord’s expense of the reletting. If the consideration collected by Landlord upon any such reletting for Tenant’s account is not sufficient to pay monthly the full amount of the rent reserved in this Lease, together with the costs of repairs, alterations, additions, redecorating and Landlord’s expenses of reletting, Tenant shall pay to Landlord the amount of each monthly deficiency upon demand. . (e) Any property which may be removed from the Leased Premises by the Landlord pursuant to the authority of this Lease or of law, to which Tenant is or may be entitled, may be handled, removed or stored by Landlord at the risk, cost and expense of Tenant, and Landlord shall in no event be responsible for the value, preservation or safekeeping thereof. Tenant shall pay to Landlord, upon demand, any and all expenses incurred in such removal and all storage charges against such property so long as the same shall be in Landlord’s possession or under Landlord’s control. Any such property of Tenant not retaken from storage by Tenant within thirty (30) days after the end of the Lease Term, however terminated, shall be conclusively presumed to have been conveyed by Tenant to Landlord under this Lease as a b▇▇▇▇ of sale. . (f) In the event Tenant defaults in the performance of any of the terms, covenants, agreements or conditions contained in this Lease and Landlord places the enforcement of this Lease, or any part thereof, or the collection of any rent due, or to become due hereunder or recovery of the possession of the Leased Premises in the hands of an attorney, or files suit upon the same, Tenant agrees to pay Landlord’s Landlord reasonable attorney’s fees. fees and expenses. (g) Failure of Landlord to declare any default immediately upon occurrence thereof, or delay in taking any action in connection therewith, shall not waive such default, but Landlord shall have the right to declare any such default at any time and take such action as might be lawful or authorized hereunder, either at law or in equity. (h) A default under the Branch Lease shall be a default under this Lease. If In the event of a default under the Branch Lease, Landlord shall may exercise against Tenant or the Leased Premises all remedies provided for such a default in under the performance or observance of any agreement, condition or provision in this Lease and shall not cure such default within thirty (30) days after notice in writing from Tenant specifying the default (or shall not within said period commence to cure such default and thereafter prosecute the curing of such default to completion with due diligence) then the Tenant may at any time thereafter cure such default and the Landlord shall reimburse the Tenant for any amount reasonably paid and any expense or contractual liability reasonably so incurredBranch Lease.

Defaults and Landlords Remedies. The following rights and remedies of the Landlord shall be cumulative, and none shall exclude any other right or remedy allowed by law: : 25.1 If any voluntary or involuntary petition under any section of any bankruptcy act shall be filed by or against Tenant, or any voluntary or involuntary proceeding in any court or tribunal shall be instituted to declare the Tenant insolvent or unable to pay Tenant▇▇▇▇▇▇’s debts, and in the case of an involuntary petition or proceeding, the petition or proceeding is not dismissed within thirty (30) days from the date it is filed, Landlord may elect, upon notice of such election, to terminate this Lease. , unless Tenant continues to pay rent and adopts the Lease in such proceeding. 25.2 If Tenant defaults in the payment of any installment of the rent and does not cure the default within five (5) days after notice, or if Tenant defaults in the prompt performance of any other provision of this Lease and does not cure such other default within ten twenty (1020) days, or forthwith if the default involves a hazardous condition, after written notice by Landlord, or if the leasehold interest of Tenant be levied upon under execution or be attached by process of law, or if Tenant makes an assignment for the benefit of creditors, or if a receiver be appointed for any property of Tenant, or if Tenant abandons or vacates the Leased Premises, Landlord may terminate this Lease and Tenant▇▇▇▇▇▇’s right to possession of the Leased Premises or, without terminating this Lease, forthwith terminate Tenant▇▇▇▇▇▇’s right to possession of the Leased Premises. . 25.3 Upon any termination of this Lease, or upon any termination of the Tenant’s right to possession without termination of the Lease, Tenant shall immediately vacate the Leased Premises and deliver possession to Landlord. 25.4 If Landlord terminates this Lease, Landlord may recover from Tenant all damages Landlord may incur by reason of Tenant's default, including without limitation, a sum which, at the date of such termination represents the present value (discounted at a rate equal to the then average rate for ▇▇▇▇▇’▇ “AAA” rated corporate bonds) with maturities equal to the Remaining Term (as hereinafter defined) of the excess, if any, of (1) the Base Rental, additional rental, and all other charges and sums which would have been payable hereunder by ▇▇▇▇▇▇ for the period commencing with the day following the date of such termination and ending with the expiration date of the Term, as extended, (hereinafter referred to as the “Remaining Term”), over (2) the aggregate reasonable rental value of the Premises for the same period, all of which present value of such excess sum shall be deemed immediately due and payable. In determining the aggregate reasonable rental value pursuant to item (2) above, the Landlord and Tenant hereby agree that all relevant factors shall be considered as of the time Landlord seeks to enforce such remedy, including, but not limited to, (A) the length of time remaining in the Term, (B) the then- current market conditions in the general area in which the Premises are located, (C) the likelihood of reletting the Premises for a period of time equal to the remainder of the Term, (D) the net effective rental rates (taking into account all concessions) then being obtained for space of similar type and size in similar type buildings in the general area in which the Premises are located, (E) the vacancy levels in comparable quality office buildings in the general area in which the Building is located, (F) the anticipated duration of the period the Premises will be unoccupied prior to reletting, (G) the anticipated cost of reletting, and (H) the current levels of new construction that will be completed during the remainder of the Term and the degree to which such new construction will likely affect vacancy rates and rental rates in comparable quality office buildings in the general area in which the Premises are located. The Parties agree that in the event the Landlord elects to recover damages pursuant to this provision, the Landlord shall select a licensed real estate professional at Tenant’s expense to determine, in writing, the actual rental value of the Premises for the remaining term and that such determination shall be binding and conclusive upon the Parties. Such payment shall be and constitute Landlord’s liquidated damages, Landlord and Tenant acknowledging and agreeing that it is difficult to determine the actual damages Landlord would suffer from Tenant’s default and that the agreed upon liquidated damages are not punitive or penalties and are just, fair and reasonable. 25.5 If Landlord elects to terminate Tenant▇▇▇▇▇▇’s rights to possession only, without terminating this Lease, Landlord may, at Landlord’s option, enter into the Leased Premises, remove Tenant▇▇▇▇▇▇’s signs and other evidences of tenancy, and take and hold possession thereof without such entry and possession terminating this Lease or releasing Tenant from the obligation to pay the rent hereunder for the full Term. Upon and after entry into possession without termination of this Lease, Landlord may relet the Leased Premises or any part thereof for the account of Tenant for such rent, for such time and upon such terms as Landlord in its sole discretion shall determine, and Landlord shall not be required to accept any tenant offered by Tenant or to observe any instructions given by Tenant about such reletting. A reletting for a term longer than the then remaining Term of this Lease Term shall not constitute an acceptance by Landlord of a surrender of this Lease or a waiver of any of Landlord’s rights hereunder. In any such case, Landlord may make repairs, alterations and additions in or to the Leased Premises, and redecorate the same to the extent reasonably deemed necessary or desirable by Landlord, and Tenant shall, upon demand, pay the cost thereof, together with Landlord▇▇▇▇▇▇▇▇’s expense of the reletting. If the consideration collected by Landlord upon any such reletting for Tenant’s account is not sufficient to pay monthly the full amount of the rent reserved in this Lease, together with the costs of repairs, alterations, additions, redecorating and Landlord’s expenses of reletting, Tenant shall pay to Landlord the amount of each monthly deficiency upon demand. . 25.6 Any property which may be removed from the Leased Premises by the Landlord pursuant to the authority of this Lease or of law, to which Tenant is or may be entitled, may be handled, removed or stored by Landlord at the risk, cost and expense of Tenant, and Landlord shall in no event be responsible for the value, preservation or safekeeping thereof. Tenant shall pay to Landlord, upon demand, any and all expenses incurred in such removal and all storage charges against such property so long as the same shall be in Landlord’s possession or under Landlord▇▇▇▇▇▇▇▇’s control. Any such property of Tenant not retaken from storage by Tenant within thirty (30) days after the end of the Lease Term, however terminated, shall be conclusively presumed to have been conveyed by Tenant to Landlord under this Lease as a b▇▇▇ bill of sale. . 25.7 In the event Tenant defaults in the performance of any of the terms, covenants, agreements or conditions contained in this Lease and Landlord places the enforcement of this Lease, or any part thereof, or the collection of any rent due, or to become due hereunder or recovery of the possession of the Leased Premises in the hands of an attorney, or files suit upon the same, Tenant ▇▇▇▇▇▇ agrees to pay Landlord’s reasonable attorney’s fees. fees and expenses. 25.8 Failure of Landlord to declare any default immediately upon occurrence thereof, or delay in taking any action in connection therewith, shall not waive such default, but Landlord shall have the right to declare any such default at any time and take such action as might be lawful or authorized hereunder, either at law or in equity. If . 25.9 Tenant agrees to indemnify Landlord shall default in the performance or observance for all loss and damage which Landlord may suffer by reason of any agreementsuch default, condition whether through inability to relet the Premises, or provision through decrease in rent, or otherwise and Tenant shall reimburse Landlord for all costs of reletting the Premises, including, but not limited to, advertising expenses, commissions, and the cost of improvements reasonably required in order to relet the Premises (such agreement to survive any such termination of this Lease). Regardless of a default or of a termination of this Lease (or of Tenant’s right to possession of the Premises), Tenant will remain liable for payment of all rent and other amounts due under this Lease. ▇▇▇▇▇▇▇▇'s pursuit of any one or more of the remedies provided in this Lease and shall not cure such constitute an election of remedies excluding the election of another remedy or other remedies, or a forfeiture or waiver of any rent or other amounts payable under this Lease by Tenant or of any damages or other sums accruing to Landlord by reason of ▇▇▇▇▇▇'s violation of any provision of this Lease. No action taken by or on behalf of Landlord shall be construed to mean acceptance of a surrender of this Lease. No failure of Landlord to pursue or exercise any of Landlord's powers, rights or remedies or to insist upon strict and exact compliance by Tenant with any provision of this Lease, and no custom or practice at variance with the terms of this Lease, shall constitute a waiver by Landlord of the right to demand strict and exact compliance with the terms and conditions of this Lease. 25.10 The parties agree any duty imposed by law on Landlord to mitigate damages after a default within thirty by Tenant under this Lease shall be satisfied in full if Landlord uses reasonable efforts to lease the Premises to another tenant (30a “Substitute Tenant”) in accordance with the following criteria: (a) Landlord shall have no obligation to solicit or entertain negotiations with any Substitute Tenant for the Premises until 60 days after following the date upon which Landlord obtains full and complete possession of the Premises, including the relinquishment by Tenant of any claim to possession of the Premises by written notice in writing from Tenant specifying the default to Landlord; (or b) Landlord shall not within said period commence be obligated to cure such default and thereafter prosecute lease or show the curing of such default Premises on a priority basis or offer the Premises to completion with due diligenceany prospective tenant when other space in the Project is or soon will be available; (c) then the Tenant may at any time thereafter cure such default and the Landlord shall reimburse not be obligated to lease the Premises to a Substitute Tenant for less than the current fair market value of the Premises, as determined by Landlord in its sole discretion, nor will Landlord be obligated to enter into a new lease for the Premises under other terms and conditions that are unacceptable to Landlord under ▇▇▇▇▇▇▇▇’s then-current leasing policies; (d) Landlord shall not be obligated to enter into a lease with a Substitute Tenant: (i) whose use would violate any restriction, covenant or requirement contained in the lease of another tenant in the Building; (ii) whose use would adversely affect the reputation of the Building; (iii) whose use would require any addition to or modification of the Premises or Building in order to comply with applicable law, including building codes; (iv) whose Tangible Net Worth (as hereinafter defined) is less than Tenant’s Tangible Net Worth as of the date of this Lease or who does not have, in Landlord’s sole opinion, the creditworthiness to be an acceptable tenant; (v) that is a governmental entity, or quasi-governmental entity, or subdivision or agency thereof, or any other entity entitled to the defense of sovereign immunity; (vi) that does not meet Landlord’s reasonable standards for tenants of the Building or is otherwise incompatible with the character of the occupancy of the Building, as reasonably determined by Landlord; (vii) whose use does not comply with the Permitted Use; or (viii) whose use or occupancy would result in an increase in the insurance premiums for the Building; and (e) Landlord shall not be required to expend any amount reasonably paid of money to alter, remodel or otherwise make the Premises suitable for use by a Substitute Tenant unless: (1) Tenant pays any such amount to Landlord prior to Landlord’s execution of a lease with such Substitute Tenant (which payment shall not relieve Tenant of any amount it owes Landlord as a result of Tenant’s default under this Lease); or (2) Landlord, in ▇▇▇▇▇▇▇▇’s sole discretion, determines any such expenditure is financially prudent in connection with entering into a lease with the Substitute Tenant .As used herein “Tangible Net Worth shall mean the excess of total assets over total liabilities, in each case as determined in accordance with generally accepted accounting principles consistently applied (“GAAP”), excluding, however, from the determination of total assets all assets which would be classified as intangible assets under GAAP including goodwill, licenses, patents, trademarks, trade names, copyrights, and any expense or contractual liability reasonably so incurredfranchises.