Defaults by Tenant; Remedies. 15.1. Each of the following constitutes a default (“Default”): (a) Tenant’s failure to make when due any payment of the Base Rent, additional rent or other sum, which failure shall continue for a period of five (5) days after Landlord sends Tenant written notice thereof; (b) Tenant’s failure to perform or observe any other covenant or condition of this Lease, which failure shall continue for a period of thirty (30) days after Landlord sends Tenant written notice thereof, provided, however, that if the continuance of failure to perform or observe for the period required for cure will not (i) subject Landlord or any mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Property or any part thereof, to being condemned or vacated, (iii) subject the Building or Property, 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 foreclosure of any mortgage, and such the cure for which cannot reasonably be effected within such thirty (30) day period, and Tenant begins such cure promptly within such thirty (30) day period and is pursuing such cure in good faith and with diligence and continuity during such thirty (30) day period, then, except in the event of an emergency, Tenant shall have such additional time (not to exceed ninety (90) days in total) as is reasonably necessary to effect such cure; (c) bankruptcy which is not discharged within thirty (30) days of filing; or (d) Tenant’s failure to pay any sum or perform or observe any covenant or condition of this Lease when required under this Lease (without regard to any grace period otherwise allowed) more than twice during any twelve month period during the Term. 15.2. In addition to any other remedies available at law or equity, if a Default remains uncured after the applicable notice and cure period provided in Section 15.1, Landlord may, upon five (5) days’ prior written notice to Tenant pursue any of the following: (a) terminate Tenant’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Tenant shall surrender possession to Landlord; (b) enter and take possession of the Premises, and remove Tenant, with or without having terminated the Lease; or (c) alter locks and other security devices at the Premises, as permitted by applicable law. 15.3. If Landlord terminates this Lease or ends ▇▇▇▇▇▇’s right to possess the Premises due to a Default, Landlord may hold Tenant liable for Rent, and other indebtedness accrued to the Expiration Date. Tenant shall also be liable for the Rent and other indebtedness that otherwise would have been payable by Tenant during the remainder of the Term had there been no Default, reduced by any sums Landlord receives by reletting the Premises during the Term or by taking other mitigation measures. If Tenant is in Default and has vacated the Premises, and if Landlord has terminated this Lease as a result of such Default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other space in the Building and the reletting of the Premises will be of lower priority. 15.4. All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity. The exercise by Landlord of any such right or remedy shall not prevent the concurrent or subsequent exercise of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by ▇▇▇▇▇▇, such waiver shall not be construed as a waiver of any covenant, condition or agreement set forth in this Lease except as to the specific circumstances described in such written waiver.
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Defaults by Tenant; Remedies. 15.1. Each If any of the following constitutes a default (“Default”): shall occur:
(a) Tenant’s failure to make Tenant does not pay in full when due any and all installments of rent (whether Fixed Rent or additional rent) or any other charge or payment of the Base Rent, additional whether or not herein included as rent or other sum, which failure shall continue for a period of after five (5) days after Landlord sends Tenant written notice, provided that such notice thereof; shall not be required more than two (2) times in any twelve (12) month period;
(b) Tenant’s failure Tenant violates or fails to perform or observe comply with any other covenant non-monetary covenant, agreement or condition of this Leaseherein contained, which and such violation or failure shall continue continues for a period of thirty (30) days after notice thereof by Landlord sends Tenant written notice thereof, provided, however, to Tenant; provided however that if the continuance of such failure to perform or observe for the period required for cure will not (i) subject Landlord or any mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Property or any part thereof, to being condemned or vacated, (iii) subject the Building or Property, 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 foreclosure reasonably susceptible of any mortgage, and such the cure for which cannot reasonably be effected within such thirty (30) day period, and Tenant begins such cure promptly within such thirty (30) day period and provided Tenant is diligently pursuing the remedies necessary to cure such cure in good faith and with diligence and continuity failure during such the thirty (30) day period, then, except in the event of an emergency, Tenant shall have such additional time (not to exceed ninety (90) days in total) as is reasonably necessary to effect cure such cure; failure;
(c) bankruptcy which is not discharged within thirty (30) days of filingIntentionally deleted; or or
(d) An involuntary case under the federal bankruptcy law as now or hereafter constituted is commenced against Tenant or any guarantor or surety of Tenant’s failure to pay any sum or perform or observe any covenant or condition of this Lease when required 's obligations under this Lease (without regard to any grace period otherwise allowed) more than twice during any twelve month period during the Term.
15.2. In addition to "Guarantor"), or under any other remedies available at law applicable federal or equitystate bankruptcy, if insolvency, reorganization, or other similar law, or there is filed against Tenant or a Default remains uncured Guarantor a petition seeking the appointment of a receiver, liquidator or assignee, custodian, trustee, sequestrator (or similar official) of Tenant or a Guarantor of any substantial part of Tenant's or a Guarantor's property, or seeking the winding-up or liquidation of Tenant's or a Guarantor's affairs and such involuntary case or petition is not dismissed within sixty (60) days after the filing thereof, of if Tenant or a Guarantor commences a voluntary case or institutes proceedings to be adjudicated as bankrupt or insolvent or consents to the entry of an order for relief under the federal bankruptcy laws as now or hereafter constituted, or any other applicable notice federal or state bankruptcy or insolvency or other similar law, or consents to the appointment of or taking possession by a receiver or liquidator or assignee, trustee, custodian, sequestrator (or other similar official) of Tenant or a Guarantor of any substantial part of Tenant's or a Guarantor's property, or if Tenant or any Guarantor makes any assignment for the benefit of creditors or admits in writing its inability to pay its debts generally as they become due or fails to generally pay its debts as they become due or if Tenant is levied upon and cure period provided in Section 15.1, Landlord may, is about to be sold out upon five (5) days’ prior written notice to Tenant pursue any of the following: (a) terminate Tenant’s right to possession of the Premises by any lawful meanssheriff, in which case this Lease shall terminate and Tenant shall surrender possession to Landlord; (b) enter and take possession of the Premises, and remove Tenant, with or without having terminated the Lease; or (c) alter locks and other security devices at the Premises, as permitted by applicable law.
15.3. If Landlord terminates this Lease or ends ▇▇▇▇▇▇’s right to possess ▇▇ or constable or Tenant or its stockholders or Board of Directors or any committee thereof takes any action in contemplation, preparation or furtherance of or for any of the Premises due to foregoing, or, if Tenant or any Guarantor is a Defaultcorporation and is dissolved or liquidated, Landlord may hold Tenant liable for RentThen, and other indebtedness accrued to the Expiration Date. Tenant shall also be liable for the Rent and other indebtedness that otherwise would have been payable by Tenant during the remainder of the Term had there been no Default, reduced by any sums Landlord receives by reletting the Premises during the Term or by taking other mitigation measures. If Tenant is in Default and has vacated the Premises, and if Landlord has terminated this Lease as a result of such Default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other space in the Building and the reletting of the Premises will be of lower priority.
15.4. All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity. The exercise by Landlord of any such right or remedy shall not prevent event, at the concurrent or subsequent exercise sole option of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by ▇▇▇▇▇▇, such waiver shall not be construed as a waiver of any covenant, condition or agreement set forth in this Lease except as to the specific circumstances described in such written waiver.Landlord,
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Defaults by Tenant; Remedies. 15.1. Each of the following constitutes a default (“Default”): (a) Tenant’s failure to make when due any payment of the Base Rent, additional rent or other sum, which failure shall continue for a period of five three (53) days after Landlord sends Tenant written notice thereof; (b) Tenant’s failure to perform or observe any other covenant or condition of this Lease, which failure shall continue for a period of thirty ten (3010) days after Landlord sends Tenant written notice thereof, provided, however, that if the continuance of failure to perform thereof (or observe for the such shorter period required for cure will not (i) subject Landlord or any mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Property or any part thereof, to being condemned or vacated, (iii) subject the Building or Property, 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 foreclosure of any mortgage, and such the cure for which cannot reasonably be effected within such thirty (30) day period, and Tenant begins such cure promptly within such thirty (30) day period and is pursuing such cure in good faith and with diligence and continuity during such thirty (30) day period, then, except in the event of an emergency, Tenant shall have such additional time (not to exceed ninety (90) days in total) as is reasonably necessary to effect appropriate if such curefailure is capable of being cured sooner); (c) bankruptcy which is not discharged within thirty Tenant’s failure to take occupancy of or occupy continuously the Premises; (30d) days of filingan bankruptcy; or (de) Tenant’s failure to pay any sum or perform or observe any covenant or condition of this Lease when required under this Lease (without regard to any grace period otherwise allowed) more than twice during any twelve month period during the Term.
15.2. In addition to any other remedies available at law or equity, if a Default remains uncured after the applicable notice and cure period provided in Section 15.1uncured, Landlord may, upon five ten (510) days’ prior written notice to Tenant Tenant, pursue any of the following: (a) terminate Tenant’s right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Tenant shall surrender possession to Landlord; (b) enter and take possession of the Premises, and remove Tenant, with or without having terminated the Lease; or (c) alter locks and other security devices at the Premises, as permitted by applicable law.
15.3. If Landlord terminates this Lease or ends ▇▇▇▇▇▇Tenant’s right to possess the Premises due to a Default, Landlord may hold Tenant liable for Rent, and other indebtedness accrued to the Expiration Datedate the Lease ends. Tenant shall also be liable for the Rent and other indebtedness that otherwise would have been payable by Tenant during the remainder of the Term had there been no Default, reduced by any sums Landlord receives by reletting the Premises during the Term or by taking other mitigation measures. If Tenant is in Default and has vacated the Premises, and if Landlord has terminated this Lease as a result of such Default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other space in the Building and the reletting of the Premises will be of lower priority.
15.4. All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity, including those available as a result of any anticipatory breach of this Lease. The exercise by Landlord of any such right or remedy shall not prevent the concurrent or subsequent exercise of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by ▇▇▇▇▇▇Tenant, such waiver shall not be construed as a waiver of any covenant, condition or agreement set forth in this Lease except as to the specific circumstances described in such written waiver.
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Defaults by Tenant; Remedies. 15.1. Each Section 16.1 Tenant shall be deemed in default of the following constitutes a default (“Default”): obligations to be performed by it pursuant to the provisions of this Lease if: (a) Tenant’s failure Tenant shall fail to make when due any payment of Rent or of any other payment reserved herein within the Base Renttime provided in this Lease for payment of same to be made; or (b) if Tenant shall fail to fulfill any of the covenants of this Lease other than the covenants for the payments reserved herein, additional rent or other sum, which and said failure shall continue for a period of ten (10) days after written notice thereof from Landlord specifying such failure (or, in the case of a default or omission the nature of which cannot be completely cured or remedied within ten (10) days, Tenant shall not have diligently commenced curing such default within said ten (10) day period and not thereafter with reasonable dispatch and diligence and in good faith proceeded to remedy or cure such default, all in Landlord’s reasonable judgment); or (c) if the Premises shall become vacant or deserted; or (d) if there is any execution or attachment issued against Tenant; or (e) if Tenant shall become insolvent or transfer property to defraud creditors; if Tenant shall make an assignment for the benefit of creditors; or if a receiver is appointed for any of Tenant’s assets; or (f) if Tenant fails to bond off or otherwise remove any lien filed against the Premises or the Landlord’s Premises by reason of Tenant’s actions, within ten (10) days after Tenant has notice of the filing of such lien; or (g) if all or any part of this Lease shall be assigned, or if all or any part of the Premises shall he sublet, either voluntarily or by operation of law, except in strict accordance with the requirements of Article XXVIII hereof.
Section 16.2 In the event of such a default by Tenant under subparagraphs (a) through (g) above, Landlord may give five (5) days after notice of its intention to end the term of this Lease and thereupon at the expiration of said five (5) days, the term of this Lease shall expire as though such date were the Expiration Date, but Tenant shall remain liable for damages as provided in this Lease and pursuant to law. Tenant shall then quit and surrender the Premises, but shall remain liable as hereinafter provided.
Section 16.3 If at any time during the term of this Lease, there shall be filed by or against Tenant in any court pursuant to any statute either of the United States or of any State a petition in bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee of all or a portion of Tenant’s property, this Lease shall ipso facto be canceled and terminated.
Section 16.4 If the notice provided in Section 16.2 shall have been given and the term hereof shall expire as aforesaid, or if this Lease shall have been terminated in accordance with Section 16.3, Landlord sends may without additional notice re-enter the Premises, either by force or otherwise, and dispossess Tenant written and the legal representative of Tenant or other occupant of the Premises by summary proceedings or otherwise remove their effects and hold the Premises as if this Lease had not been made, and Tenant and its legal representative or other occupant of the Premises hereby waive the service of notice thereofof intention to re-enter or to institute legal proceedings to that end. If Tenant shall default hereunder prior to the date fixed as the commencement of any renewal or extension of this Lease, then Landlord may cancel and terminate such renewal or extension.
Section 16.5 In the case of any such default, re-entry, expiration and/or dispossess by summary proceedings or otherwise, as aforesaid, (a) the Rent due at the time of said default shall become due thereupon and be paid up to the time of such re-entry, dispossess and/or expiration, together with such expenses as Landlord may incur for legal expenses, attorneys’ fees, brokerage fees and/or putting the Premises in good order or for preparing the same for re-rental; (b) Tenant’s failure to perform or observe any other covenant or condition of this Lease, which failure shall continue for a period of thirty (30) days after Landlord sends Tenant written notice thereof, provided, however, that if the continuance of failure to perform or observe for the period required for cure will not (i) subject Landlord or any mortgagee to prosecution for a crime or any other fine or charge, (ii) subject may re-let the Premises or any part or parts thereof, either in its own name or otherwise, for a term or terms which may, at its option, be shorter or longer than the period which would otherwise have constituted the remainder of the term of this Lease and may grant concessions or free Rent, to such extent as Landlord in Landlord’s sole judgment considers advisable and necessary to re-let the same; and (c) Tenant or its successors shall also pay the Landlord as liquidated damages for the failure of Tenant to observe and perform its covenants contained herein any deficiency between the Rent hereby reserved and the net amount, if any, of the rents collected on account of the Lease or subleases of the Premises or parts thereof or for each month of the Property period which would otherwise have constituted the remainder of the term of this Lease subject to Tenant’s right to terminate the Lease early as provided in Section 23.3. The failure of Landlord to re-let the Premises or any part thereofof parts thereof shall not release or affect Tenant’s liability for damages. In computing such liquidated damages, there shall be added to said deficiency such expenses as Landlord shall incur in connection with such re-letting, such as legal expenses, attorneys’ fees, brokerage, advertising and for restoring the Premises to or keeping same in good working order. Any such liquidated damages shall be paid in monthly installments on the Rent day specified in this Lease and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the rights of Landlord to collect the deficiency for any subsequent month by a similar proceeding. Upon Landlord’s permitted entry hereunder, Landlord, at its option, may make such alterations, repairs, replacements and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary for the purpose of re-letting the Premises, and the making of such alterations and decorations shall not operate or be construed to release Tenant from liability hereunder. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for reasonable failure to collect the Rent thereof under such re-letting, and, in no event shall Tenant be entitled to receive any excess of such net rent collected above the sums payable by Tenant to Landlord hereunder. Mention in this Lease of any particular remedy shall not preclude Landlord from any other remedy in law or equity. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being condemned evicted or vacateddispossessed, (iii) subject the Building or Propertyfor any cause, or in the event of Landlord obtaining possession of the Premises by reason of the violation of Tenant of any part thereofof the covenants and conditions of this Lease, to or otherwise. Pursuit by Landlord of any lien of the foregoing remedies set forth in this Lease shall not preclude the pursuit of any damages incurred, or encumbrance which is not removed of any of the other remedies provided herein or bonded within available, at law or in equity. No act or thing done by Landlord or Landlord’s employees or agents during the time period required Term shall be deemed an acceptance of a surrender of the Premises. Neither the mention in this Lease of any particular remedy, nor the exercise by Landlord of any particular remedy hereunder, or at law or in equity, shall preclude Landlord from any other remedy Landlord might have under this Lease, or (iv) result at law or in the foreclosure of any mortgage, equity.
Section 16.6 It is stipulated and such the cure for which cannot reasonably be effected within such thirty (30) day period, and Tenant begins such cure promptly within such thirty (30) day period and is pursuing such cure in good faith and with diligence and continuity during such thirty (30) day period, then, except agreed that in the event of an emergency, Tenant shall have such additional time (not to exceed ninety (90) days in total) as is reasonably necessary to effect such cure; (c) bankruptcy which is not discharged within thirty (30) days of filing; or (d) Tenant’s failure to pay any sum or perform or observe any covenant or condition the termination of this Lease when required under pursuant to the provisions of this Paragraph, Landlord shall forthwith, notwithstanding any other provisions of this Paragraph or of this Lease (without regard to any grace period otherwise allowed) more than twice during any twelve month period during the Term.
15.2. In addition contrary, be entitled to any other remedies available at law or equity, if a Default remains uncured after recover from Tenant as and for liquidated damages an amount equal to the applicable notice and cure period provided in Section 15.1, Landlord may, upon five (5) days’ prior written notice to Tenant pursue any Rent for the unexpired portion of the following: (a) terminate term of this Lease, subject to Tenant’s right to possession terminate the Lease early as provided in Section 23.3, discounted at the rate of four (4%) percent per annum to present worth. Nothing contained herein shall limit or prejudice the right of Landlord to prove for and obtain as liquidated damages by reason of such termination an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved.
Section 16.7 Tenant acknowledges and agrees that all disputes arising, directly or indirectly, out of or relating to this Lease should be dealt with by application of the Premises laws of the State of New York and adjudicated in the state courts of the State of New York sitting in Kings County or the Federal courts sitting in the State of New York in Kings County; and hereby expressly and irrevocably submits Tenant to the jurisdiction of such courts in any suit, action or proceeding arising, directly or indirectly, out of or relating to this Lease. So far as is permitted under the applicable law, this consent to personal jurisdiction shall be self-operative and no further instrument or action, other than service of process in one of the manners permitted by law, shall be necessary in order to confer jurisdiction upon Tenant in any lawful meanssuch court. Provided that service of process is effected upon Tenant in one of the manners permitted by law, Tenant irrevocably waives, to the fullest extent permitted by law, and agrees not to assert, by way of motion, as a defense or otherwise, (a) any objection which it may have, or may hereafter have to the laying of the venue of any such suit, action or proceeding brought in which case this Lease shall terminate and Tenant shall surrender possession to Landlord; such a court as is mentioned in the previous paragraph, (b) enter and take possession of the Premisesany claim that any such suit, and remove Tenantaction or proceeding brought in such a court has been brought in an inconvenient forum, with or without having terminated the Lease; or (c) alter locks any claim that it is not personally subject to the jurisdiction of the above named courts. Tenant hereby further irrevocably consents to the service of process in any suit, action or proceeding by the mailing or delivery of the appropriate documents (e.g., process or summons) by Landlord to the Premises and delivered in one of the manners set forth in Article XXV hereof. Nothing herein shall in any way be deemed to limit the ability of Landlord to serve any such papers in any other security devices at the Premises, as manner permitted by applicable law.
15.3. Section 16.8 If Landlord terminates Tenant shall default in the observance or performance of any obligation of Tenant under this Lease or ends ▇▇▇▇▇▇’s right to possess the Premises due to a DefaultLease, then, unless otherwise provided elsewhere hereunder, Landlord may hold immediately or at any time thereafter without notice perform such obligation of Tenant liable for Rent, and other indebtedness accrued to the Expiration Date. Tenant shall also be liable for the Rent and other indebtedness that otherwise would have been payable by Tenant during the remainder of the Term had there been no Default, reduced by any sums Landlord receives by reletting the Premises during the Term or by taking other mitigation measureswithout hereby waiving such default. If Tenant is Landlord, in Default and has vacated connection therewith incurs any costs including, but not limited to, attorneys’ fees in instituting, prosecuting or defending any action or proceeding, such costs with interest at the Premisesrate of five (5%) percent per annum, and if Landlord has terminated this Lease as a result of such Default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other space in the Building and the reletting of the Premises will be of lower priority.
15.4. All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity. The exercise by Landlord of any such right or remedy shall not prevent the concurrent or subsequent exercise of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived be Additional Rent hereunder and shall be paid by Tenant to Landlord within five (5) days of rendition of any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by ▇▇▇▇▇▇, such waiver shall not be construed as a waiver of any covenant, condition ▇ or agreement set forth in this Lease except as statement to the specific circumstances described in such written waiverTenant therefor.
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Sources: Assignment and Assumption of Lease (Brooklyn ImmunoTherapeutics, Inc.)
Defaults by Tenant; Remedies. 15.1. Each Section 16.1 Tenant shall be deemed in default of the following constitutes a default (“Default”): obligations to be performed by it pursuant to the provisions of this Lease if: (a) Tenant’s failure Tenant shall fail to make when due any payment of Rent or of any other payment reserved herein within the Base Renttime provided in this Lease for payment of same to be made; or (b) if Tenant shall fail to fulfill any of the covenants of this Lease other than the covenants for the payments reserved herein, additional rent or other sum, which and said failure shall continue for a period of ten (10) days after written notice thereof from Landlord specifying such failure (or, in the case of a default or omission the nature of which cannot be completely cured or remedied within ten (10) days, Tenant shall not have diligently commenced curing such default within said ten (10) day period and not thereafter with reasonable dispatch and diligence and in good faith proceeded to remedy or cure such default, all in Landlord’s reasonable judgment); or (c) if the Premises shall become vacant or deserted; or (d) if there is any execution or attachment issued against Tenant; or (e) if Tenant shall become insolvent or transfer property to defraud creditors; if Tenant shall make an assignment for the benefit of creditors; or if a receiver is appointed for any of Tenant’s assets; or (f) if Tenant fails to bond off or otherwise remove any lien filed against the Premises or the Landlord’s Premises by reason of Tenant’s actions, within ten (10) days after Tenant has notice of the filing of such lien; or (g) if all or any part of this Lease shall be assigned, or if all or any part of the Premises shall be sublet, either voluntarily or by operation of law, except in strict accordance with the requirements of Article XXVIII hereof.
Section 16.2 In the event of such a default by Tenant under subparagraphs (a) through (g) above, Landlord may give five (5) days after notice of its intention to end the term of this Lease and thereupon at the expiration of said five (5) days, the term of this Lease shall expire as though such date were the Expiration Date, but Tenant shall remain liable for damages as provided in this Lease and pursuant to law. Tenant shall then quit and surrender the Premises, but shall remain liable as hereinafter provided.
Section 16.3 If at any time during the term of this Lease, there shall be filed by or against Tenant in any court pursuant to any statute either of the United States or of any State a petition in bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee of all or a portion of Tenant’s property, this Lease shall ipso facto be canceled and terminated.
Section 16.4 If the notice provided in Section 16.2 shall have been given and the term hereof shall expire as aforesaid, or if this Lease shall have been terminated in accordance with Section 16.3, Landlord sends may without additional notice re-enter the Premises, either by force or otherwise, and dispossess Tenant written and the legal representative of Tenant or other occupant of the Premises by summary proceedings or otherwise remove their effects and hold the Premises as if this Lease had not been made, and Tenant and its legal representative or other occupant of the Premises hereby waive the service of notice thereofof intention to re-enter or to institute legal proceedings to that end. If Tenant shall default hereunder prior to the date fixed as the commencement of any renewal or extension of this Lease, then Landlord may cancel and terminate such renewal or extension.
Section 16.5 In the case of any such default, re-entry, expiration and/or dispossess by summary proceedings or otherwise, as aforesaid, (a) the Rent due at the time of said default shall become due thereupon and be paid up to the time of such re-entry, dispossess and/or expiration, together with such expenses as Landlord may incur for legal expenses, attorneys’ fees, brokerage fees and/or putting the Premises in good order or for preparing the same for re-rental; (b) Tenant’s failure to perform or observe any other covenant or condition of this Lease, which failure shall continue for a period of thirty (30) days after Landlord sends Tenant written notice thereof, provided, however, that if the continuance of failure to perform or observe for the period required for cure will not (i) subject Landlord or any mortgagee to prosecution for a crime or any other fine or charge, (ii) subject may re-let the Premises or any part or parts thereof, either in its own name or otherwise, for a term or terms which may, at its option, be shorter or longer than the period which would otherwise have constituted the remainder of the term of this Lease and may grant concessions or free Rent, to such extent as Landlord in Landlord’s sole judgment considers advisable and necessary to re-let the same; and (c) Tenant or its successors shall also pay the Landlord as liquidated damages for the failure of Tenant to observe and perform its covenants contained herein any deficiency between the Rent hereby reserved and the net amount, if any, of the rents collected on account of the Lease or subleases of the Premises or parts thereof or for each month of the Property period which would otherwise have constituted the remainder of the term of this Lease subject to Tenant’s right to terminate the Lease early as provided in Section 23.3. The failure of Landlord to re-let the Premises or any part thereofof parts thereof shall not release or affect Tenant’s liability for damages. In computing such liquidated damages, there shall be added to said deficiency such expenses as Landlord shall incur in connection with such re-letting, such as legal expenses, attorneys’ fees, brokerage, advertising and for restoring the Premises to or keeping same in good working order. Any such liquidated damages shall be paid in monthly installments on the Rent day specified in this Lease and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the rights of Landlord to collect the deficiency for any subsequent month by a similar proceeding. Upon Landlord’s permitted entry hereunder, Landlord, at its option, may make such alterations, repairs, replacements and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary for the purpose of re-letting the Premises, and the making of such alterations and decorations shall not operate or be construed to release Tenant from liability hereunder. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for reasonable failure to collect the Rent thereof under such re-letting, and, in no event shall Tenant be entitled to receive any excess of such net rent collected above the sums payable by Tenant to Landlord hereunder. Mention in this Lease of any particular remedy shall not preclude Landlord from any other remedy in law or equity. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being condemned evicted or vacateddispossessed, (iii) subject the Building or Propertyfor any cause, or in the event of Landlord obtaining possession of the Premises by reason of the violation of Tenant of any part thereofof the covenants and conditions of this Lease, to or otherwise. Pursuit by Landlord of any lien of the foregoing remedies set forth in this Lease shall not preclude the pursuit of any damages incurred, or encumbrance which is not removed of any of the other remedies provided herein or bonded within available, at law or in equity. No act or thing done by Landlord or Landlord’s employees or agents during the time period required Term shall be deemed an acceptance of a surrender of the Premises. Neither the mention in this Lease of any particular remedy, nor the exercise by Landlord of any particular remedy hereunder, or at law or in equity, shall preclude Landlord from any other remedy Landlord might have under this Lease, or (iv) result at law or in the foreclosure of any mortgage, equity.
Section 16.6 It is stipulated and such the cure for which cannot reasonably be effected within such thirty (30) day period, and Tenant begins such cure promptly within such thirty (30) day period and is pursuing such cure in good faith and with diligence and continuity during such thirty (30) day period, then, except agreed that in the event of an emergency, Tenant shall have such additional time (not to exceed ninety (90) days in total) as is reasonably necessary to effect such cure; (c) bankruptcy which is not discharged within thirty (30) days of filing; or (d) Tenant’s failure to pay any sum or perform or observe any covenant or condition the termination of this Lease when required under pursuant to the provisions of this Paragraph, Landlord shall forthwith, notwithstanding any other provisions of this Paragraph or of this Lease (without regard to any grace period otherwise allowed) more than twice during any twelve month period during the Term.
15.2. In addition contrary, be entitled to any other remedies available at law or equity, if a Default remains uncured after recover from Tenant as and for liquidated damages an amount equal to the applicable notice and cure period provided in Section 15.1, Landlord may, upon five (5) days’ prior written notice to Tenant pursue any Rent for the unexpired portion of the following: (a) terminate term of this Lease, subject to Tenant’s right to possession terminate the Lease early as provided in Section 23.3, discounted at the rate of four (4%) percent per annum to present worth. Nothing contained herein shall limit or prejudice the right of Landlord to prove for and obtain as liquidated damages by reason of such termination an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved.
Section 16.7 Tenant acknowledges and agrees that all disputes arising, directly or indirectly, out of or relating to this Lease should be dealt with by application of the Premises laws of the State of New York and adjudicated in the state courts of the State of New York sitting in Kings County or the Federal courts sitting in the State of New York in Kings County; and hereby expressly and irrevocably submits Tenant to the jurisdiction of such courts in any suit, action or proceeding arising, directly or indirectly, out of or relating to this Lease. So far as is permitted under the applicable law, this consent to personal jurisdiction shall be self-operative and no further instrument or action, other than service of process in one of the manners permitted by law, shall be necessary in order to confer jurisdiction upon Tenant in any lawful meanssuch court. Provided that service of process is effected upon Tenant in one of the manners permitted by law, Tenant irrevocably waives, to the fullest extent permitted by law, and agrees not to assert, by way of motion, as a defense or otherwise, (a) any objection which it may have, or may hereafter have to the laying of the venue of any such suit, action or proceeding brought in which case this Lease shall terminate and Tenant shall surrender possession to Landlord; such a court as is mentioned in the previous paragraph, (b) enter and take possession of the Premisesany claim that any such suit, and remove Tenantaction or proceeding brought in such a court has been brought in an inconvenient forum, with or without having terminated the Lease; or (c) alter locks any claim that it is not personally subject to the jurisdiction of the above named courts. Tenant hereby further irrevocably consents to the service of process in any suit, action or proceeding by the mailing or delivery of the appropriate documents (e.g., process or summons) by Landlord to the Premises and delivered in one of the manners set forth in Article XXV hereof. Nothing herein shall in any way be deemed to limit the ability of Landlord to serve any such papers in any other security devices at the Premises, as manner permitted by applicable law.
15.3. Section 16.8 If Landlord terminates Tenant shall default in the observance or performance of any obligation of Tenant under this Lease or ends ▇▇▇▇▇▇’s right to possess the Premises due to a DefaultLease, then, unless otherwise provided elsewhere hereunder, Landlord may hold immediately or at any time thereafter without notice perform such obligation of Tenant liable for Rent, and other indebtedness accrued to the Expiration Date. Tenant shall also be liable for the Rent and other indebtedness that otherwise would have been payable by Tenant during the remainder of the Term had there been no Default, reduced by any sums Landlord receives by reletting the Premises during the Term or by taking other mitigation measureswithout hereby waiving such default. If Tenant is Landlord, in Default and has vacated connection therewith incurs any costs including, but not limited to, attorneys’ fees in instituting, prosecuting or defending any action or proceeding, such costs with interest at the Premisesrate of five (5%) percent per annum, and if Landlord has terminated this Lease as a result of such Default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other space in the Building and the reletting of the Premises will be of lower priority.
15.4. All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity. The exercise by Landlord of any such right or remedy shall not prevent the concurrent or subsequent exercise of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived be Additional Rent hereunder and shall be paid by Tenant to Landlord within five (5) days of rendition of any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by b▇▇▇▇▇▇, such waiver shall not be construed as a waiver of any covenant, condition ▇ or agreement set forth in this Lease except as statement to the specific circumstances described in such written waiverTenant therefor.
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Sources: Lease Agreement (NTN Buzztime Inc)
Defaults by Tenant; Remedies. 15.1. Each If any of the following constitutes a default (“Default”): shall occur:
(a) Tenant’s failure to make Tenant does not pay in full when due any and all installments of rent (whether Fixed Rent or additional rent) or any other charge or payment of the Base Rent, additional whether or not herein included as rent or other sum, which failure shall continue for a period of after five (5) days after Landlord sends Tenant written notice, provided that such notice thereof; shall not be required more than two (2) times in any twelve (12) month period;
(b) Tenant’s failure Tenant violates or fails to perform or observe comply with any other covenant non-monetary covenant, agreement or condition of this Leaseherein contained, which and such violation or failure shall continue continues for a period of thirty (30) days after notice thereof by Landlord sends Tenant written notice thereof, provided, however, to Tenant; provided however that if the continuance of such failure to perform or observe for the period required for cure will not (i) subject Landlord or any mortgagee to prosecution for a crime or any other fine or charge, (ii) subject the Premises or any part thereof or the Property or any part thereof, to being condemned or vacated, (iii) subject the Building or Property, 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 foreclosure reasonably susceptible of any mortgage, and such the cure for which cannot reasonably be effected within such thirty (30) day period, and Tenant begins such cure promptly within such thirty (30) day period and provided Tenant is diligently pursuing the remedies necessary to cure such cure in good faith and with diligence and continuity failure during such the thirty (30) day period, then, except in the event of an emergency, Tenant shall have such additional time (not to exceed ninety (90) days in total) as is reasonably necessary to effect cure such cure; failure;
(c) bankruptcy which is not discharged within thirty (30) days of filingIntentionally deleted; or or
(d) An involuntary case under the federal bankruptcy law as now or hereafter constituted is commenced against Tenant or any guarantor or surety of Tenant’s failure to pay any sum or perform or observe any covenant or condition of this Lease when required obligations under this Lease (without regard to any grace period otherwise allowed) more than twice during any twelve month period during the Term.
15.2. In addition to “Guarantor”), or under any other remedies available at law applicable federal or equitystate bankruptcy, if insolvency, reorganization, or other similar law, or there is filed against Tenant or a Default remains uncured Guarantor a petition seeking the appointment of a receiver, liquidator or assignee, custodian, trustee, sequestrator (or similar official) of Tenant or a Guarantor of any substantial part of Tenant’s or a Guarantor’s property, or seeking the winding-up or liquidation of Tenant’s or a Guarantor’s affairs and such involuntary case or petition is not dismissed within sixty (60) days after the filing thereof, of if Tenant or a Guarantor commences a voluntary case or institutes proceedings to be adjudicated as bankrupt or insolvent or consents to the entry of an order for relief under the federal bankruptcy laws as now or hereafter constituted, or any other applicable notice and cure period provided in Section 15.1federal or state bankruptcy or insolvency or other similar law, Landlord mayor consents to the appointment of or taking possession by a receiver or liquidator or assignee, upon five trustee, custodian, sequestrator (5or other similar official) days’ prior written notice to of Tenant pursue or a Guarantor of any substantial part of the following: (a) terminate Tenant’s right or a Guarantor’s property, or if Tenant or any Guarantor makes any assignment for the benefit of creditors or admits in writing its inability to possession of pay its debts generally as they become due or fails to generally pay its debts as they become due or if Tenant is levied upon and is about to be sold out upon the Premises by any lawful meanssheriff, in which case this Lease shall terminate and Tenant shall surrender possession to Landlord; (b) enter and take possession of the Premises, and remove Tenant, with or without having terminated the Lease; or (c) alter locks and other security devices at the Premises, as permitted by applicable law.
15.3. If Landlord terminates this Lease or ends ▇▇▇▇▇▇’s right to possess ▇▇ or constable or Tenant or its stockholders or Board of Directors or any committee thereof takes any action in contemplation, preparation or furtherance of or for any of the Premises due to foregoing, or, if Tenant or any Guarantor is a Defaultcorporation and is dissolved or liquidated, Landlord may hold Tenant liable for RentThen, and other indebtedness accrued to the Expiration Date. Tenant shall also be liable for the Rent and other indebtedness that otherwise would have been payable by Tenant during the remainder of the Term had there been no Default, reduced by any sums Landlord receives by reletting the Premises during the Term or by taking other mitigation measures. If Tenant is in Default and has vacated the Premises, and if Landlord has terminated this Lease as a result of such Default, then Landlord shall thereafter use reasonable efforts to relet the Premises; provided, however, that Tenant understands and agrees that Landlord’s main priority will be the leasing of other space in the Building and the reletting of the Premises will be of lower priority.
15.4. All rights and remedies of Landlord set forth in this Lease are cumulative and in addition to all other rights and remedies available to Landlord at law or in equity. The exercise by Landlord of any such right or remedy shall not prevent event, at the concurrent or subsequent exercise sole option of any other right or remedy. No delay or failure by Landlord or Tenant to exercise or enforce any of its respective rights or remedies or the other party’s obligations (except to the extent a time period is specified in this Lease therefor) shall constitute a waiver of any such or subsequent rights, remedies or obligations. Neither party shall be deemed to have waived any default by the other party unless such waiver expressly is set forth in a written instrument signed by the party against whom such waiver is asserted. If Landlord waives in writing any default by ▇▇▇▇▇▇, such waiver shall not be construed as a waiver of any covenant, condition or agreement set forth in this Lease except as to the specific circumstances described in such written waiver.Landlord,
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